DEERFIELD, Ill.--(BUSINESS WIRE)--
CF Industries Holdings, Inc. (NYSE: CF) today announced that it has
prepaid the $1.0 billion aggregate principal amount of its senior notes
due 2022, 2025 and 2027, and paid the related make-whole amount of
approximately $170 million. The make-whole amount was significantly less
than the amount previously estimated (approximately $210 million as of
October 31, 2016) as a result of subsequent changes in market interest
rates.
CF Industries made the prepayment and make-whole payment using the
proceeds from its previously announced offering of $1,250,000,000
aggregate principal amount of senior secured notes comprising
$500,000,000 aggregate principal amount of senior secured notes due 2021
and $750,000,000 aggregate principal amount of senior secured notes due
2026. The offering closed on November 21, 2016.
In connection with the completion of the offering and the prepayment of
the senior notes due 2022, 2025 and 2027, the previously announced
amendments to the company’s revolving credit facility became effective.
The amendments include, among other things, changes in and additions to
the financial covenants and a reduction in the size of the facility from
$1.5 billion to $750 million.
The senior secured notes have not been registered under the Securities
Act of 1933, as amended (the “Securities Act”), or any state securities
laws and, unless so registered, may not be offered or sold in the United
States except pursuant to an exemption from, or in a transaction not
subject to, the registration requirements of the Securities Act and
applicable state securities laws.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any securities.
Safe Harbor Statement
All statements in this communication by CF Industries Holdings, Inc.
(together with its subsidiaries, the “Company”), other than those
relating to historical facts, are forward-looking statements.
Forward-looking statements can generally be identified by their use of
terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,”
“intend,” “may,” “plan,” “predict,” “project,” “will” or “would” and
similar terms and phrases, including references to assumptions.
Forward-looking statements are not guarantees of future performance and
are subject to a number of assumptions, risks and uncertainties, many of
which are beyond the Company’s control, which could cause actual results
to differ materially from such statements. These statements may include,
but are not limited to, statements about strategic plans and statements
about future financial and operating results.
Important factors that could cause actual results to differ materially
from those in the forward-looking statements include, among others, the
cyclical nature of the Company’s business and the agricultural sector;
the global commodity nature of the Company’s fertilizer products, the
impact of global supply and demand on the Company’s selling prices, and
the intense global competition from other fertilizer producers;
conditions in the U.S. and European agricultural industry; the
volatility of natural gas prices in North America and Europe;
difficulties in securing the supply and delivery of raw materials,
increases in their costs or delays or interruptions in their delivery;
reliance on third party providers of transportation services and
equipment; the significant risks and hazards involved in producing and
handling the Company’s products against which the Company may not be
fully insured; the Company’s ability to manage its indebtedness; risks
associated with the Company’s incurrence of additional indebtedness; the
Company’s ability to maintain compliance with covenants under the
agreements governing its indebtedness; downgrades of the Company’s
credit ratings; risks associated with cyber security; weather
conditions; the Company’s ability to complete its production capacity
expansion projects on schedule as planned, on budget or at all; risks
associated with the Company’s ability to utilize its tax net operating
losses and other tax assets, including the risk that the use of such tax
benefits is limited by an “ownership change” (as defined under the
Internal Revenue Code and related Internal Revenue Service
pronouncements); risks associated with expansions of the Company’s
business, including unanticipated adverse consequences and the
significant resources that could be required; potential liabilities and
expenditures related to environmental, health and safety laws and
regulations and permitting requirements; future regulatory restrictions
and requirements related to greenhouse gas emissions; the seasonality of
the fertilizer business; the impact of changing market conditions on the
Company’s forward sales programs; risks involving derivatives and the
effectiveness of the Company’s risk measurement and hedging activities;
the Company’s reliance on a limited number of key facilities; risks
associated with the operation or management of the strategic venture
with CHS Inc. (the "CHS Strategic Venture"); risks and uncertainties
relating to the market prices of the fertilizer products that are the
subject of the supply agreement with CHS Inc. over the life of the
supply agreement and the risk that any challenges related to the CHS
Strategic Venture will harm the Company's other business relationships;
risks associated with the Company’s Point Lisas Nitrogen Limited joint
venture; acts of terrorism and regulations to combat terrorism; risks
associated with international operations; and deterioration of global
market and economic conditions.
More detailed information about factors that may affect the Company’s
performance and could cause actual results to differ materially from
those in any forward-looking statements may be found in CF Industries
Holdings, Inc.’s filings with the Securities and Exchange Commission,
including CF Industries Holdings, Inc.’s Quarterly Report on Form 10-Q
for the quarterly period ended September 30, 2016, which is available in
the Investor Relations section of the Company’s web site.
Forward-looking statements are given only as of the date of this
communication and the Company disclaims any obligation to update or
revise the forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by law.
View source version on businesswire.com: http://www.businesswire.com/news/home/20161121006202/en/
CF Industries Holdings, Inc.
Media
Chris Close
Corporate
Communications
847-405-2542 – cclose@cfindustries.com
or
Investors
Anthony
Fusco
Investor Relations
847-405-2598 – afusco@cfindustries.com
Source: CF Industries Holdings, Inc.