Albemarle begins any-and-all tender for two series, capped offer for two others

By Susanna Moon

Chicago, Jan. 4 – Albemarle Corp. began tendering for any and all of two series of notes and up to a maximum repurchase amount of two other series.

In the any-and-all offer, pricing will be set using a reference security and fixed spread as follows:

• $250 million 3% senior notes due 2019 will price using the 1.5% U.S. Treasury note due Oct. 31, 2019 plus 25 basis points; and

• $350 million 4.5% senior notes due 2020 will price based on the 1.375% U.S. Treasury note due Aug. 31, 2020 plus 50 bps.

The any-and-all offer will end at 5 p.m. ET on Jan. 10.

Holders will also receive accrued interest up to but excluding the payment date of Jan. 11.

Albemarle plans to redeem any 2019 notes not tendered in the any-and-all offers.

The company also is tendering for a maximum amount of two other series of notes equal to $500 million less the amount of 2020 notes purchased in the any-and-all offer.

In the capped offer, pricing will be set as follows, with the notes listed in order of priority acceptance levels:

• €700 million 1.875% senior notes due 2021 using the interpolated mid-swap rate plus 35 bps; and

• $425 million 4.15% senior notes due 2024 using the 2% U.S. Treasury note due Nov. 15, 2026 plus 85 bps.

The total purchase price in the capped offers will include an early tender premium of €30.00 per €1,000 of 1.875% notes and $30.00 per $1,000 of 4.15% notes tendered by 5 p.m. ET on Jan. 18, the early tender date.

The maximum tender offers will remain open until 11:59 p.m. ET on Feb. 1. Tendered notes may be withdrawn before the early deadline.

Notes tendered by the early deadline will be given priority over notes tendered afterward.

The company said it may increase or decrease the maximum repurchase amount.

Holders will also receive accrued interest up to but excluding the payment date of Jan. 20 for early tendered notes and Feb. 2 for any remaining tenders.

Albemarle will fund the tender with proceeds from the sale of its Chemetall Surface Treatment segment.

The tender offers are being made to reduce the company’s outstanding debt, according to a company announcement.

BofA Merrill Lynch (888 292-0070, 980 387-3907 or +44 20 7996 5420) is the dealer manager. D.F. King & Co., Inc. (800 967-4617, 212 269-5550, 888 542-7446, +44 20 7920 9700, dfking.com/alb) is the tender and information agent.

Albemarle is a Baton Rouge, La., specialty chemicals company.

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