Exhibit 99.1
Eastman Announces Expiration and Results of Offer to Purchase 5.500% Notes Due 2019
KINGSPORT, Tenn., November 6, 2018 – Eastman Chemical Company (NYSE: EMN) today announced that the previously announced cash tender offer (the “Tender Offer”) for any and all of its 5.500% notes due 2019 (the “Notes”) expired at 5:00 p.m. New York City time, on November 5, 2018. According to information provided by D.F. King & Co., Inc., the Information and Tender Agent for the Tender Offer, $103,145,000 aggregate principal amount of the Notes were validly tendered at or prior to the expiration of the Tender Offer and not validly withdrawn. These amounts include $22,000 aggregate principal amount of the Notes tendered pursuant to the guaranteed delivery procedures described in the Offer to Purchase, dated October 30, 2018 (the “Offer to Purchase”). The Tender Offer was made pursuant to the Offer to Purchase and the related Notice of Guaranteed Delivery (the “Notice of Guaranteed Delivery” and, together with the Offer to Purchase, the “Offer Documents”). The obligation of Eastman to accept the Notes tendered and to pay the consideration for the Notes is subject to satisfaction or waiver of certain conditions, which are more fully described in the Offer to Purchase. Eastman expects to pay for the Notes tendered through The Depository Trust Company’s Automated Tender Offer Program on November 6, 2018 and for the Notes tendered pursuant to the guaranteed delivery procedures described in the Offer to Purchase on November 8, 2018.
Holders of the Notes that validly tendered and did not validly withdraw their Notes, as applicable, at or prior to the expiration of the Tender Offer will receive total consideration of $1,024.48 for each $1,000 principal amount of Notes tendered and accepted for payment, plus accrued and unpaid interest up to, but not including, November 6, 2018, the expected settlement date of the Tender Offer. For the avoidance of doubt, accrued interest will cease to accrue on the settlement date for all Notes accepted for purchase in the Tender Offer, including Notes tendered pursuant to the guaranteed delivery procedures described in the Offer to Purchase.
On October 30, 2018, Eastman delivered an irrevocable notice of redemption to the holders of the Notes. In accordance with the terms and conditions of the Notes and the indenture governing the Notes, Eastman will redeem any Notes not tendered in the Tender Offer and outstanding on November 29, 2018 at the redemption price set forth in the notice of redemption.
Eastman plans to fund the purchase of the Notes, and the redemption of any Notes not tendered in the Tender Offer, with part of the proceeds from the issuance of its 3.500% notes due 2021 and its 4.500% notes due 2028, which is expected to be completed on November 6, 2018.
Eastman retained J.P. Morgan Securities LLC to act as exclusive Dealer Manager. For additional information regarding the terms of the tender offer, please contact: J.P. Morgan Securities LLC at (866)834-4666 (toll free) or (212)834-3424 (collect). Copies of the Offer Documents are available via the Tender Offer website at www.dfking.com/EMN and requests for documents and questions regarding the tendering of Notes may be directed to D.F. King & Co., Inc. by telephone at (212)269-5550 (for banks and brokers only) or (800)967-5074 (for all others toll-free) or by email at eastmanchemical@dfking.com or to the Dealer Manager at its telephone numbers.
