Eastman Chemical offers to buy back $400 million of six note series

By Angela McDaniels

Tacoma, Wash., Oct. 31 – Eastman Chemical Co. began a tender offer for up to $400 million of notes, according to a company news release.

The company is offering to buy back

• Up to $10 million of its $53,901,000 of 7.625% debentures due 2024;

• Up to $50 million of its $223,396,000of 7.6% debentures due 2027;

• Up to $50 million of its $244,421,000 of 7.25% debentures due 2024;

• Up to $50 million of its $250 million 4.5% notes due 2021;

• Up to $150 million of its $900 million 3.6% notes due 2022; and

• Up to $100 million of its $800 million 3.8% notes due 2025.

The notes are listed in order of acceptance priority level.

Pricing will be set at 2 p.m. ET on Nov. 15 using the yield of maturity of a reference Treasury security plus a fixed spread.

The reference Treasury is the 1.5% Treasury due Aug. 15, 2026 for the 7.625% debentures, 7.6% debentures, 7.25% debentures and 3.8% notes and the 1.25% Treasury due Oct. 31, 2021 for the 4.5% notes and 3.6% notes.

The fixed spread is 90 bps for the 7.625% debentures, 110 bps for the 7.6% debentures, 85 bps for the 7.25% debentures, 80 bps for the 4.5% notes, 100 bps for the 3.6% notes and 115 bps for the 3.8% notes.

The total consideration for each series of notes will include an early tender premium of $30 per $1,000 principal amount of notes tendered by the early tender date, 5 p.m. ET on Nov. 14.

Holders will also receive accrued interest up to but excluding the settlement date, which is expected to be Nov. 21 for notes tendered by the early tender date and Nov. 30 for the remaining notes accepted for purchase.

The tender offer will expire at midnight ET on Nov. 29.

All notes tendered by the early tender date with a higher acceptance priority level will be accepted before any tendered notes with a lower acceptance priority level, and all notes tendered after the early tender date with a higher acceptance priority level will be accepted before any notes tendered after the early tender date with a lower acceptance priority level.

Even if the tender offer is not fully subscribed as of the early tender date, notes tendered by the early tender date will be accepted for purchase in priority to notes tendered after the early tender date.

If the tender offer is fully subscribed as of the early tender date, no notes tendered after the early tender date will be accepted for payment.

The tender offer is conditioned on the completion of an offering of new debt securities.

The dealer manager is Citigroup Global Markets Inc. (800 558-3745 or 212 723-6106). The information agent and depositary is Global Bondholder Services Corp. (212 430-3774, 866 794-2200, +001 (212) 430-3774 or contact@gbsc-usa.com).

Eastman Chemical is a specialty chemical company based in Kingsport, Tenn.

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