CHS Inc. prices public offering of preferred stock at $25 per share
ST. PAUL, Minn., Sept. 9, 2014 /PRNewswire/ -- CHS Inc. (NASDAQ: CHSCP) today announced the pricing on Sept. 8, 2014 of 19,000,000 shares of Class B Reset Rate Cumulative Redeemable Preferred Stock, Series 3 (the "Class B Series 3 Preferred Stock") with a liquidation preference of $25.00 per share. Dividends on the Class B Series 3 Preferred Stock will accumulate at a dividend rate of 6.75% per annum to, but excluding, Sept. 30, 2024, and thereafter, at an annual rate equal to three-month LIBOR, as determined for the applicable quarterly period, plus a spread of 4.155%, but in no event will the sum of such annual rate and spread be greater than 8% per annum.
The approximately $459.5 million of net proceeds, after deducting underwriting discounts, commissions and expected offering expenses payable by CHS Inc., are intended to be used to partially fund the previously-announced anticipated construction of a nitrogen fertilizer manufacturing plant to be located in Spiritwood, N.D.
The offering is expected to close on or about Sept. 15, 2014, subject to the satisfaction of customary closing conditions.
In addition, CHS Inc. has granted the underwriters for the offering a 30-day option to purchase up to 2,850,000 additional shares of Class B Series 3 Preferred Stock solely to cover over-allotments, if any.
The Class B Series 3 Preferred Stock is a new issue of securities and, prior to this offering, there has been no established trading market. CHS Inc. has applied to list the Class B Series 3 Preferred Stock on the NASDAQ Global Select Market under the symbol "CHSCM." The Class B Series 3 Preferred Stock has not been rated by any nationally recognized statistical rating agency.
BofA Merrill Lynch and Wells Fargo Securities acted as joint book-running managers in the offering; D.A. Davidson & Co. and J.P. Morgan served as lead managers.
The offering is being made pursuant to an effective registration statement filed with the Securities and Exchange Commission. Copies of the final prospectus supplement relating to the offering may be obtained, when available, from the Securities and Exchange Commission website at http://www.sec.gov; or from Merrill Lynch, Pierce, Fenner & Smith Incorporated at 222 Broadway, 11th Floor, New York, NY 10038, Attn: Prospectus Department; by emailing firstname.lastname@example.org; or from Wells Fargo Securities, LLC at 1525 West W.T. Harris Blvd., NC0675, Charlotte, NC 28262, Attn: Capital Markets Client Support or by emailing email@example.com.
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 securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
CHS Inc. is a leading global agribusiness owned by farmers, ranchers and cooperatives across the United States. Diversified in energy, grains and foods, CHS is committed to helping its customers, farmer-owners and other stakeholders grow their businesses through its domestic and global operations. CHS, a Fortune 100 company, supplies energy, crop nutrients, grain marketing services, animal feed, food and food ingredients, along with business solutions including insurance, financial and risk management services. The company operates petroleum refineries/pipelines and manufactures, markets and distributes Cenex® brand refined fuels, lubricants, propane and renewable energy products.
This document contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995 that are based on management's current expectations and assumptions. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from the potential results discussed in the forward-looking statements. The company undertakes no obligations to publicly revise any forward-looking statements to reflect future events or circumstances. For a discussion of additional factors that may materially affect management's estimates and predictions, please view the CHS Inc. annual report filed on Form 10-K for the year ended Aug. 31, 2013, which can be found on the Securities and Exchange Commission web site (www.sec.gov).
SOURCE CHS Inc.