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Nucor Announces Pricing Terms for Previously Announced Private Exchange Offers, Interest
Rate for New Notes and Acceptance of Tendered Notes (Continued)
Pursuant to the terms and conditions of the Exchange Offers, Nucor will accept $439,153,000 in aggregate principal amount of the Existing Notes that were validly tendered, and not validly withdrawn, at or prior to the Early Participation Deadline. Nucor expects to deliver an aggregate principal amount of $439,153,000 of the New Notes and pay an aggregate of $180,302,355.85 of cash consideration, excluding accrued and unpaid interest, for the Existing Notes accepted for exchange on the Early Settlement Date. Since the Existing Notes validly tendered, and not validly withdrawn, as of the Early Participation Deadline did not equal or exceed $650,000,000 (the “New Notes Issuance Limit”), Eligible Holders may tender their Existing Notes pursuant to the terms and conditions of the Exchange Offers, including the New Notes Issuance Limit, until the Expiration Date (as defined below). The holders of any such Existing Notes tendered after the Early Participation Deadline that are accepted by the Company will receive the Exchange Consideration (as defined in the Offering Memorandum). The Company may elect to increase or decrease the principal amount of New Notes exchangeable for each $1,000 principal amount of the applicable series of Existing Notes tendered after the Early Participation Deadline and accepted by the Company by up to $100 per $1,000 principal amount. Such adjustments would affect the composition, but not the amount, of the Exchange Consideration for such series of Existing Notes. Any such adjustment will be announced by press release on or prior to 9:00 a.m. Eastern time on the next business day following the Expiration Date.
The following table indicates, among other things, the principal amount of each series of Existing Notes validly tendered as of the Early Participation Deadline, the principal amount of each series of Existing Notes to be accepted for exchange as of the Early Participation Deadline and the percentage of the principal amount of each series of Existing Notes to be accepted for exchange pursuant to the Exchange Offers:
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CUSIP No. | | Title of Security | | Principal Amount
Tendered by
Early Participation
Deadline | | | Principal Amount
to be Accepted
for Exchange | | | Percentage of
Principal Amount
to be Accepted
for Exchange | |
670346AH8 | | 6.400% Notes due 2037 | | $ | 106,569,000 | | | $ | 106,569,000 | | | | 100 | % |
670346AN5 | | 5.200% Notes due 2043 | | $ | 161,803,000 | | | $ | 161,803,000 | | | | 100 | % |
670346AQ8 | | 4.400% Notes due 2048 | | $ | 170,781,000 | | | $ | 170,781,000 | | | | 100 | % |
The withdrawal deadline, which was 5:00 p.m., New York City time, on December 2, 2020, for the Exchange Offers has passed. In accordance with the terms of the Exchange Offers, tendered Existing Notes may no longer be withdrawn, except in certain limited circumstances where additional withdrawal rights are required by law. The Exchange Offers will expire at 11:59 p.m., New York City time, on December 16, 2020, unless extended by Nucor (such date and time, as it may be extended, the “Expiration Date”).
Nucor has elected to conduct an early settlement for Existing Notes tendered at or prior to the Early Participation Deadline and accepted by Nucor. Such early settlement is expected to occur on December 7, 2020 (the “Early Settlement Date”), subject to all of the conditions to the Exchange Offers having been satisfied or waived by Nucor. The Settlement Date (as defined in the Offering Memorandum) for Existing Notes tendered after the Early Participation Deadline and prior to the Expiration Date is expected to occur on December 18, 2020, two business days after the Expiration Date.
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Nucor Executive Offices: 1915 Rexford Road, Charlotte, North Carolina 28211
Phone 704-366-7000 Fax 704-362-4208 www.nucor.com
