LUXEMBOURG – October 29, 2021
INEOS Group Holdings S.A. (“INEOS”) today announced that it has issued a notice for the conditional redemption (subject to the satisfaction or waiver of the condition described below) of all of its €650 million outstanding 53/8% Senior Notes due 2024 (the “Euro Notes”) and $500 million outstanding 5 5/8% Senior Notes due 2024 (the “Dollar Notes” and, together with the Euro Notes, the “Notes”) issued pursuant to an indenture dated as of April 9, 2016, as amended from time to time. Under the notice, the redemption of the Notes is conditional upon the completion of one or more financing transactions by INEOS and its subsidiaries resulting in net proceeds available to INEOS in a sufficient quantity to (i) pay the redemption price for the Notes, in full and (ii) pay all related expenses on or before the redemption date. There can be no assurance that any financing transaction or the redemption of the Notes will be completed.
53/8% Senior Secured Notes due 2024
ISIN Numbers: XS1405769560 (Rule 144A) and XS1405769990 (Regulation S)
Common Code: 140576956 (Rule 144A) and 140576999 (Regulation S)
5 5/8% Senior Secured Notes due 2024
ISIN Numbers: US44986UAD19 (Rule 144A) and USL5078PAH03 (Regulation S)
Common Code: 146 226 388 (Rule 144A) and 146 226 400 (Regulation S)
CUSIP: 44986U AD1. (Rule 144A) and L5078P AH0 (Regulation S)
Contact
For further information, please contact: Richard Longden Direct tel.: +41 (0) 21 627 7063 Mobile: +41 (0) 799 626 123
Cautionary Statement
This press release is for information purposes only and does not constitute a prospectus or any offer to sell or the solicitation of an offer to buy any security in the United States of America or in any other jurisdiction.
This communication is not being distributed by, nor has it been approved for the purposes of section 21 of the Financial Services and Markets Act 2000 (as amended) (the “FSMA”) by, a person authorized under the FSMA. Accordingly, this communication is only being distributed to and is only directed at persons who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Financial Promotion Order”), (ii) are persons falling within Article 49(2)(a) to (d) (“high net worth companies, unincorporated associations etc.”) of the Financial Promotion Order, (iii) are outside the UK, or (iv) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the FSMA) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as “relevant persons”). Accordingly, by accepting this communication, the recipient warrants and acknowledges that it is such a relevant person. The communication is directed only at relevant persons and must not be acted or relied upon by persons who are not relevant persons. Any investment or investment activity to which this communication relates is available only to relevant persons and will be engaged in only with relevant persons.
This announcement is not a public offering or an offer of securities to the public in the Grand Duchy of Luxembourg or in any European Economic Area member state within the meaning of the EU Prospectus Regulation (EU) 2017/1129 of the European Parliament and Council of June 14, 2017 relating to the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market and / or the Luxembourg law dated July 16, 2019 relating to prospectuses for securities, as amended from time to time.
Forward Looking Statements
This press release includes “forward-looking statements,” within the meaning of the U.S. securities laws and the laws of certain other jurisdictions, based on our current expectations and projections about future events, including: the cyclical and highly competitive nature of our businesses; our significant debt service obligations, as well as our ability to generate sufficient cash flow to service our debt; risks associated with our capital structure and our other indebtedness; our sales growth across our principal businesses and our strategy for controlling costs, growing margins, increasing manufacturing capacity and production levels, and making capital expenditures; our ability to deleverage through strategic disposals of certain assets and non-core businesses; raw material costs or supply arrangements; our technological and manufacturing assets and our ability to utilize them to further increase sales and the profitability of our businesses; impacts of climate change, including regulatory requirements on greenhouse gas emissions, the costs to purchase emissions allowances and the physical risks to our facilities of severe weather conditions; current or future health, safety and environmental requirements and the related costs of maintaining compliance with, and addressing liabilities under, those requirements; operational hazards, including the risk of accidents that result in injury to persons and environmental contamination; our ability to retain existing customers and obtain new customers; our ability to develop new products and technologies successfully; our ability to successfully integrate acquired businesses with our historical business and realize anticipated synergies and cost savings, including with respect to businesses acquired; currency fluctuations; our ability to attract and retain members of management and key employees; our relationship with our shareholders, affiliates and joint ventures and general economic, social or political conditions. These and other factors could adversely affect the outcome and financial effects of the plans and events described herein.
All statements other than statements of historical facts included in this press release, including, without limitation, statements regarding our future financial position, risks and uncertainties related to our business, strategy, capital expenditures, projected costs and our plans and objectives for future operations, may be deemed to be forward-looking statements. Words such as “believe,” “expect,” “anticipate,” “may,” “assume,” “plan,” “intend,” “will,” “should,” “estimate,” “risk” and similar expressions or the negatives of these expressions are intended to identify forward-looking statements. In addition, from time to time we or our representatives, acting in respect of information provided by us, have made or may make forward-looking statements orally or in writing and these forward-looking statements may be included in but are not limited to press releases (including on our website), reports to our security holders and other communications.
Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Any forward-looking statement speaks only as of the date on which it is made and we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. New risk factors emerge from time to time and it is not possible for us to predict all such risk factors, nor can we assess the impact of all such risk factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Given these risks and uncertainties, you should not place undue reliance on forward-looking statements as a prediction of actual results.