ITEM 7.01 Regulation FD.
On August 9, 2023, Trinseo Materials Operating S.C.A. and Trinseo Materials Finance, Inc. (the “Issuers”), wholly-owned subsidiaries of Trinseo PLC, submitted a notice of conditional partial redemption of the Issuers’ 5.375% Notes due 2025 (the “Notes”) issued pursuant to that certain Indenture dated as of August 29, 2017 by and among the Issuers, the guarantors from time to time party thereto and The Bank of New York Mellon, as trustee. The conditional partial redemption is conditioned on consummation of a financing transaction by the Issuers and/or their affiliates resulting in a minimum amount of gross proceeds on or before September 7, 2023. To the extent such conditions are met, the Issuers intend to redeem a portion of the Notes in the aggregate principal amount of $385,000,000 on September 8, 2023 at a redemption price equal to 100.000% of the principal amount of such notes, plus accrued and unpaid interest thereon. The Issuers may waive the conditions of the redemption notice at their sole discretion.
The information contained in Item 7.01 of this Current Report shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Cautionary Note on Forward-Looking Statements
This Current Report may contain forward-looking statements including, without limitation, statements concerning plans, objectives, goals, projections, forecasts, strategies, future events or performance, and underlying assumptions and other statements, which are not statements of historical facts or guarantees or assurances of future performance. Forward-looking statements may be identified by the use of words like “expect,” “anticipate,” “believe,” “intend,” “forecast,” “outlook,” “will,” “may,” “might,” “see,” “tend,” “assume,” “potential,” “likely,” “target,” “plan,” “contemplate,” “seek,” “attempt,” “should,” “could,” “would” or expressions of similar meaning. Forward-looking statements reflect management’s evaluation of information currently available and are based on our current expectations and assumptions regarding our current indebtedness, accessibility of debt markets, our business, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Factors that might cause future results to differ from those expressed by the forward-looking statements include, but are not limited to, our ability to meet the conditions of the partial redemption of our 5.375% Notes due 2025, including consummation of a financing transaction, and our ability to complete the partial redemption; our ability to successfully execute our business and transformation strategy; increased costs or disruption in the supply of raw materials; increased energy costs; our ability to successfully generate cost savings and increase profitability through asset restructuring initiatives; compliance with laws and regulations impacting our business; conditions in the global economy and capital markets; our ability to successfully investigate and remediate chemical releases on or from our sites, make related capital expenditures, reimburse third-party cleanup costs or settle potential regulatory penalties or other claims; and those discussed in our Annual Report on Form 10-K, under Part I, Item 1A —”Risk Factors” and elsewhere in our other reports, filings and furnishings made with the U.S. Securities and Exchange Commission from time to time. As a result of these or other factors, our actual results, performance or achievements may differ materially from those contemplated by the forward-looking statements. Therefore, we caution you against relying on any of these forward-looking statements. The forward-looking statements included in this Current Report are made only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.
