Chemtrade Logistics Income Fund Announces $75 Million Bought Deal Equity Offering
NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR DISSEMINATION IN THE UNITED STATES
Toronto, Ontario – August 15, 2022 — Chemtrade Logistics Income Fund (“Chemtrade” or the “Fund”) (TSX: CHE.UN) announced today that it has entered into an agreement to sell to a syndicate of underwriters led by BMO Capital Markets and RBC Capital Markets (collectively, the “Underwriters”), on a bought deal basis, 8,700,000 trust units (the “Trust Units”), at a price of $8.65 per Trust Unit (the “Offering Price”) for gross proceeds of approximately $75.3 million (the “Offering”). The Fund has also granted the Underwriters the option to purchase up to $11.3 million of additional Trust Units at the Offering Price to cover over-allotments, exercisable in whole or in part any time up to 30 days following closing of the Offering.
The net proceeds from the Offering are intended to be used to partially finance Chemtrade’s previously announced ultrapure sulphuric acid growth projects to expand capacity at its existing Ohio plant and to build a new plant in Arizona. Pending any such use, the net proceeds from the Offering will temporarily be used to reduce indebtedness under the Fund’s existing credit agreement. Chemtrade believes that additional capacity for ultrapure sulphuric acid is required to support the fast-growing semiconductor industry in the United States.
The completion of the Offering is subject to normal regulatory approvals, including approval of the Toronto Stock Exchange, and is expected to close on or about August 22, 2022.
The Trust Units will be offered in all of the provinces and territories of Canada by way of a shelf prospectus supplement to the short form base shelf prospectus of the Fund dated August 15, 2022 and may also be offered to qualified institutional buyers pursuant to Rule 144A in the United States.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any offer, solicitation or sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Chemtrade operates a diversified business providing industrial chemicals and services to customers in North America and around the world. Chemtrade is one of North America’s largest suppliers of sulphuric acid, spent acid processing services, inorganic coagulants for water treatment, sodium chlorate, sodium nitrite, sodium hydrosulphite and phosphorus pentasulphide. Chemtrade is also the largest supplier of high purity sulphuric acid for the semiconductor industry in North America. Chemtrade is a leading regional supplier of sulphur, chlor-alkali products, liquid sulphur dioxide, and zinc oxide. Additionally, Chemtrade provides industrial services such as processing by-products and waste streams.
Caution Regarding Forward-Looking Statements
Certain statements contained in this news release constitute forward-looking information within the meaning of applicable securities laws, including the Securities Act (Ontario). Forward-looking information can be generally identified by the use of words such as “anticipate”, “continue”, “estimate”, “expect”, “expected”, “intend”, “may”, “will”, “project”, “plan”, “should”, “believe” and similar expressions. Specifically, forward-looking information in this news release include statements respecting certain future expectations about: the Fund’s ultrapure sulphuric acid plants; the intended use of the net proceeds of the Offering, including the Fund’s intention to finance its ultrapure sulphuric acid growth projects in Ohio and Arizona; the Fund’s ability to close the Offering; and the anticipated closing date of the Offering. Forward-looking statements in this news release describe the expectations of the Fund and its subsidiaries as of the date hereof.
These statements are based on assumptions and involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements for a variety of reasons. Although the Fund believes the expectations reflected in these forward-looking statements and the assumptions upon which they are based are reasonable, no assurance can be given that actual results will be consistent with such forward-looking statements, and they should not be unduly relied upon. With respect to the forward-looking statements contained in this news release, the Fund has made assumptions regarding: there being no significant disruptions affecting the operations of Chemtrade and its subsidiaries, whether due to labour disruptions, supply disruptions, power disruptions, transportation disruptions, damage to equipment or otherwise; the ability of Chemtrade to sell products at prices consistent with current levels or in line with Chemtrade’s expectations; the ability of Chemtrade to obtain products, raw materials, equipment, transportation, services and supplies in a timely manner to carry out its activities and at prices consistent with current levels or in line with Chemtrade’s expectations; the timely receipt of required regulatory approvals; the cost of regulatory and environmental compliance being consistent with current levels or in line with Chemtrade’s expectations; the ability of Chemtrade to successfully access tax losses and tax attributes; the ability of Chemtrade to obtain financing on acceptable terms; and the performance of the global economy as expected.
Actual events and results can be substantially different from what is expected or implied by the forward-looking information as a result of risks, uncertainties and other factors, including without limitation, the factors detailed under the “Risk Factors” section of the Fund’s latest Annual Information Form and the “Risks and Uncertainties” sections of the Fund’s most recent Management’s Discussion and Analysis. These risks and uncertainties include, but are not limited to: regulatory changes; economic, geopolitical and other conditions affecting commercial activity; and risks related to the continued adverse impacts of the COVID-19 pandemic.
All forward-looking information in this release speaks as of the date of this press release. Except as required by law, the Fund does not undertake to update or revise any forward-looking statements, whether as a result of new information, future events or for any other reason. The forward-looking statements contained herein are expressly qualified in their entirety by this cautionary statement.
Further information can be found in the disclosure documents filed by the Fund with the securities regulatory authorities, available at www.sedar.com.
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For further information:
Chief Financial Officer
Tel: (416) 496-4177
Business Development Manager
Tel: (973) 515-1831