On October 30, 2018, Eastman Chemical Company (the “Company”) issued a press release announcing the public offering (the “Offering”) of $300 million aggregate principal amount of 3.500% notes due 2021 (the “2021 Notes”) and $500 million aggregate principal amount of 4.500% notes due 2028 (the “2028 Notes” and, together with the 2021 Notes, the “Notes”). The Offering is expected to be completed on November 6, 2018, subject to customary closing conditions.
The Company intends to use the proceeds from the Offering, together with cash on hand, to complete its previously announced cash tender offer (the “Tender Offer”) for any and all of the Company’s $250 million aggregate principal amount of 5.500% notes due 2019 (the “2019 Notes”), which will expire on November 5, 2018, unless extended or earlier terminated, to redeem any 2019 Notes not tendered in the Tender Offer (the “2019 Notes Redemption”), to redeem (the “2020 Notes Partial Redemption”) $550 million of the approximately $800 million aggregate principal amount outstanding of the Company’s 2.70% notes due 2020 (the “2020 Notes”), and to pay any related fees and expenses. Any proceeds not used for the foregoing will be used for general corporate purposes. Pending the application of any net proceeds, the Company expects to invest such net proceeds in cash equivalents. The Offering is not conditioned on the completion of either the 2019 Notes Redemption or the 2020 Notes Partial Redemption, nor is either the 2019 Notes Redemption nor the 2020 Notes Partial Redemption conditioned on the completion of the Offering.
A copy of the Company’s press release announcing the Offering is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
In addition, on October 30, 2018, the Company delivered irrevocable notices of redemption to the holders of the 2019 Notes and the 2020 Notes. In accordance with the terms and conditions of the 2019 Notes and the indenture governing the 2019 Notes, the Company will redeem any 2019 Notes not tendered in the Tender Offer and outstanding on November 29, 2018 at the redemption price set forth in the notice of redemption. In accordance with the terms and conditions of the 2020 Notes and the indenture governing the 2020 Notes, the Company will redeem $550 million of the approximately $800 million aggregate principal amount of the 2020 Notes outstanding on November 29, 2018 at the redemption price set forth in the notice of redemption.
The information contained in this report shall not constitute an offer to sell, or a solicitation of an offer to purchase, any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
| Item 9.01. | Financial Statements and Exhibits |
(d) Exhibits
