BATON ROUGE, La., Jan. 20, 2015 /PRNewswire/ -- Albemarle Corporation (NYSE: ALB) ("Albemarle") today announced the commencement of a consent solicitation relating to the 4.625% Senior Notes due 2020 (the "Notes") which were issued by Rockwood Specialties Group, Inc. (the "Issuer" and together with Albemarle, the "Companies") and are guaranteed by Albemarle. As of January 16, 2015, there was $1,249,340,000 aggregate principal amount of Notes outstanding.
The consent solicitation will expire at 5:00 p.m., New York City time, on January 28, 2015, unless extended or earlier terminated (the "Expiration Date"). It is subject to the terms and conditions set forth in the consent solicitation statement, dated January 20, 2015, including receipt of consents from holders of at least a majority in principal amount of the outstanding Notes.
As previously announced, on January 12, 2015, Albemarle completed its acquisition of Rockwood Holdings, Inc. ("Rockwood"), the parent of the Issuer, with Rockwood becoming a wholly-owned subsidiary of Albemarle. In addition, on January 12, 2015, Albemarle fully and unconditionally guaranteed the Notes.
Subject to the terms and conditions of the consent solicitation, the Companies are offering to pay each holder who validly delivers (and does not validly revoke) its consent prior to the Expiration Date a cash payment of $2.50 per $1,000 aggregate principal amount of Notes consented. The Companies will not be obligated to make any payments if the consent solicitation is terminated for any reason before the Expiration Date, the requisite consents are not obtained prior to the Expiration Date or if the other conditions to the consent solicitation are not satisfied or waived.
The proposed amendment to the indenture for the Notes principally would substitute Albemarle for Rockwood so that, subject to certain conditions, at the option of the Issuer, Albemarle would be permitted to file periodic reports with the Securities and Exchange Commission (the "SEC") and make such filings available to investors in the Notes instead of the Issuer. All other terms of the Notes and the indenture for the Notes will remain unchanged. If approved, the proposed amendment will be binding on all holders and only holders validly delivering consents (which are not validly revoked) will receive the consent payment. Consents may be revoked at any time prior to the date on which the amendment to the indenture for the Notes becomes effective.
For a complete statement of the terms and conditions of the consent solicitation, holders of the Notes should refer to the consent solicitation statement, dated as of January 20, 2015. The consent solicitation may be amended, extended or terminated, at the option of the Companies.
The Solicitation Agent in connection with the consent solicitation is BofA Merrill Lynch. Questions regarding the consent solicitation may be directed to BofA Merrill Lynch, Attention: Debt Advisory at (888) 292-0070 (toll free) or (980) 388-4813 (collect). Global Bondholder Services Corporation is serving as Information Agent and Tabulation Agent in connection with the consent solicitation. Requests for assistance in delivering consents or for additional copies of the consent solicitation statement should be directed to the Information Agent at (866) 470-3900 (toll free) or (212) 430-3774 (banks and brokers) (collect).
This announcement is not an offer to purchase, a solicitation of an offer to purchase, or a solicitation of consents with respect to any securities, including the Notes. The consent solicitation is being made solely by the consent solicitation statement and is subject to the terms and conditions stated therein. No recommendation is made, or has been authorized to be made, as to whether or not holders of the Notes should consent to the adoption of the proposed amendment pursuant to the consent solicitation. The Companies reserve the right, in their sole discretion, to modify the consent solicitation statement or to terminate the consent solicitation.
Albemarle Corporation, headquartered in Baton Rouge, Louisiana, is a premier specialty chemicals company with leading positions in attractive end markets around the world. With a broad customer reach and diverse end markets, Albemarle develops, manufactures and markets technologically advanced and high value added products, including lithium and lithium compounds, bromine and derivatives, catalysts and surface treatment chemistries used in a wide range of applications including consumer electronics, flame retardants, metal processing, plastics, contemporary and alternative transportation vehicles, refining, pharmaceuticals, agriculture, construction and custom chemistry services. Albemarle is focused on delivering differentiated, performance-based technologies that deliver innovative and sustainable solutions to its customers. The Company employs approximately 6,900 people and serves customers in approximately 100 countries. Albemarle regularly posts information to www.albemarle.com, including notification of events, news, financial performance, investor presentations and webcasts, Regulation G reconciliations, SEC filings and other information regarding the Company, its businesses and the markets it serves.
Forward Looking Statements
Some of the information presented in this press release, including, without limitation, statements with respect to the consent solicitation and all other information relating to matters that are not historical facts may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. There can be no assurance that actual results will not differ materially. Factors that could cause actual results to differ materially include, without limitation, the factors detailed from time to time in the reports Albemarle files with the SEC, including those described under "Risk Factors" in Albemarle's Annual Report on Form 10-K and its Quarterly Reports on Form 10-Q. These forward-looking statements speak only as of the date of this press release. The Companies assume no obligation to provide any revisions to any forward-looking statements should circumstances change, except as otherwise required by securities and other applicable laws.
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SOURCE Albemarle Corporation
Albemarle Media Contact: Ashley Mendoza, (225) 388-7137, Ashley.Mendoza@albemarle.com; Albemarle Investor Relations Contact: Lorin Crenshaw, (225) 388-7322, Lorin.Crenshaw@albemarle.com