Celanese Corporation (NYSE: CE), a global chemical and specialty materials company, today priced an additional €1.5 billion in permanent financing for the acquisition of a majority of DuPont’s Mobility & Materials business (the “acquisition”).
Celanese announced that its subsidiary, Celanese US Holdings LLC (the “Company”), has priced a registered offering (the “Offering”) of €1.5 billion aggregate principal amount of euro notes with 4-year and 6.5-year maturities at interest rates of 4.78% and 5.34%, respectively (the “Notes”). The Notes will be guaranteed on a senior unsecured basis by the Company and certain Celanese domestic subsidiaries, similar to prior issuances. The Offering is expected to close on or about July 19, 2022.
To date, Celanese has secured $10.5 billion in permanent financing for the acquisition at an effective net borrowing rate of approximately 5.4%, inclusive of the registered offering of $7.5 billion principal amount of U.S. dollar notes priced on July 7, 2022 and the euro currency swap entered into concurrently, these Notes, and, as announced in March 2022, the $1.5 billion of delayed draw term loan commitments under the Term Loan Credit Agreement dated March 18, 2022. The net borrowing rate includes an assumed interest rate on the delayed draw term loan based on the current interest rate forward curve.
“We are pleased to have secured permanent financing for the M&M acquisition,” said Scott Richardson, executive vice president and chief financial officer. “We were purposeful in optimizing the maturity profile of our debt to provide us with ample flexibility to rapidly deleverage over the next few years and to refinance at potentially lower borrowing rates in the future. We expect additional opportunities over the coming quarters for us to further reduce our borrowing rate by entering into additional cross-currency swaps to effectively convert more of our US dollar debt into lower interest rate currencies.”
BofA Securities, Citigroup, Deutsche Bank Securities, HSBC and J.P. Morgan are acting as Joint Book-Running Managers for the offering of Notes. When available, a copy of the preliminary prospectus supplement and accompanying base prospectus relating to the offering may be obtained if you request it from Citigroup Global Markets Limited, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, by calling 1-800-831-9146 or by email at firstname.lastname@example.org; Deutsche Bank AG, London Branch, Winchester House, 1 Great Winchester Street, London, EC2N 2DB, United Kingdom, Attention: DCM Debt Syndicate, Fax: +44 207 545 4361; HSBC Bank plc, 8 Canada Square, London E14 5HQ, United Kingdom, Attention: Head of DCM Legal, Fax: +44 20 7992 4973; J.P. Morgan Securities plc, 25 Bank Street, Canary Wharf, London, E14 5JP, United Kingdom, Attention: Head of Debt Syndicate and Head of EMEA Debt Capital Markets Group, Fax: +44 20 3493 0682 or Merrill Lynch International, 2 King Edward Street, London, EC1A 1HQ, United Kingdom, Attention: Syndicate Desk, Telephone: +44 (0)20 7995 3966.
An electronic copy of the preliminary prospectus supplement and accompanying base prospectus may also be obtained at no charge at the Securities and Exchange Commission’s website at www.sec.gov.
This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The offering may be made only by means of a prospectus and prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933, as amended. The offering will be made pursuant to an effective shelf registration statement, which was previously filed by Celanese with the Securities and Exchange Commission, and a prospectus supplement and accompanying prospectus, which will be filed by Celanese with the Securities and Exchange Commission.
Celanese Corporation is a global chemical leader in the production of differentiated chemistry solutions and specialty materials used in most major industries and consumer applications. Our businesses use the full breadth of Celanese's global chemistry, technology and commercial expertise to create value for our customers, employees, shareholders and the corporation. As we partner with our customers to solve their most critical business needs, we strive to make a positive impact on our communities and the world through The Celanese Foundation. Based in Dallas, Celanese employs approximately 8,500 employees worldwide and had 2021 net sales of $8.5 billion.
Forward-Looking Statements: This release may contain “forward-looking statements,” which include information concerning the Company’s plans, objectives, goals, strategies, future revenues, cash flow, synergies, performance, capital expenditures and other information that is not historical information. When used in this release, the words “outlook,” “forecast,” “estimates,” “expects,” “anticipates,” “projects,” “plans,” “intends,” “believes,” “will” and variations of such words or similar expressions are intended to identify forward-looking statements. All forward-looking statements are based upon current expectations and beliefs and various assumptions. There can be no assurance that the Company will realize these expectations or that these beliefs will prove correct. There are a number of risks and uncertainties that could cause actual results to differ materially from the results expressed or implied by the forward-looking statements contained in this release. These include changes in currency exchange rates and interest rates, the effectiveness of our hedging activities; the Company’s ability to obtain regulatory approval for, and satisfy closing conditions relating to the acquisition, the timing of closing thereof, and the Company’s ability to realize the anticipated benefits of the acquisition and its hedging activities. Numerous other factors, many of which are beyond the Company’s control, could cause actual results to differ materially from those expressed as forward-looking statements. Other risk factors include those that are discussed in the Company’s filings with the Securities and Exchange Commission. Any forward-looking statement speaks only as of the date on which it is made, and the Company undertakes no obligation to update any forward-looking statements to reflect events or circumstances after the date on which it is made or to reflect the occurrence of anticipated or unanticipated events or circumstances.