Exhibit 99.1
For Immediate Release
MERCER INTERNATIONAL INC. ANNOUNCES UPSIZING AND PRICING OF PRIVATE OFFERING OF SENIOR NOTES AND THE CONDITIONAL FULL REDEMPTION OF ITS OUTSTANDING 7.375% SENIOR NOTES DUE 2025
NEW YORK, NY, January 14, 2021 – Mercer International Inc. (Nasdaq: MERC) (the “Company”) today announced the upsizing and pricing of its private offering of $875 million in aggregate principal amount of 5.125% senior notes due February 1, 2029 (the “2029 Notes”). The size of the offering was increased from the previously announced offering of $500 million aggregate principal amount of 2029 Notes to $875 million aggregate principal amount of 2029 Notes.
The 2029 Notes are being issued at a price of 100% of their principal amount. The net proceeds of the offering will be used by the Company to refinance all $250 million in aggregate principal amount of its 6.500% Senior Notes due 2024 (the “2024 Notes”) pursuant to its previously announced tender offer for, or any subsequent redemption of, its 2024 Notes, to redeem all of its 7.375% Senior Notes due 2025 (the “2025 Notes”) and for general corporate purposes.
In connection with the proposed conditional redemption of the 2025 Notes, the Company has issued a conditional notice of redemption to redeem in full all $550 million in aggregate principal amount of the 2025 Notes at $1,036.88 per $1,000.00 of principal amount redeemed, plus accrued and unpaid interest to, but not including, the redemption date. The redemption date is January 26, 2021 and redemption is conditioned upon completion of the Offering and the Company’s deposit with the paying agent of sufficient funds to pay the redemption price.
The offering of the 2029 Notes is expected to close on or around January 26, 2021, subject to the satisfaction of customary closing conditions.
The 2029 Notes are being offered and sold to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States to non-U.S. persons in reliance on Regulation S under the Securities Act.
The 2029 Notes have not been registered under 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 shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the 2029 Notes in any state or jurisdiction in which such offer, solicitation or sale would be unlawful.
