Albemarle upsizes dollar, euro notes tender offers, gives early tally

By Taylor Fox

New York, March 15 – Albemarle Corp. announced the early results of its March 1 capped tender offers to purchase for cash up to $100 million of its 3.45% senior notes due 2029 and 4.15% senior notes due Dec. 1. 2024 and up to €100 million of its 1.215% notes due 2025 and 1.625% notes due 2028, according to a news release.

The offers were also upsized to accept up to $128,388,000 million of securities under the dollar tender offer and up to €122,871,000 of securities under the euro tender offer.

The offer is being conducted with wholly owned subsidiaries Albemarle Wodgina Pty Ltd. and Albemarle New Holding GmbH.

As of the 5 p.m. ET March 12 early tender time, $276,775,000 of dollar securities and €333,345,000 of euro securities had been tendered.

Settlement for the $128,388,000 million of dollar notes and €122,871,000 of euro notes accepted for purchase is expected to occur on March 16.

The tender offers expire at 11:59 p.m. ET on March 26.

However, the issuers said they do not anticipate accepting for purchase any securities tendered after the early participation date, because the aggregate principal amount of dollar securities and euro securities tendered would exceed the dollar tender offer cap and euro tender offer cap, respectively.

Dollar offers

As of the early tender time, holders had tendered

• $128,388,000 of the $300 million outstanding 3.45% senior notes due Nov. 15, 2029 (Cusips: 01273PAA0, Q0171YAA8) issued by Albemarle Wodgina, all of which will be accepted for purchase at $1,062.62 per $1,000 of notes. Pricing was based on the 1.125% U.S. Treasury due Feb. 15, 2031 as the reference security plus a fixed spread of 100 basis points;

• $148,387,000 of the $425 million outstanding 4.15% senior notes due Dec. 1, 2024 (Cusip: 012725AC1) issued by Albermarle Corp., none of which will be accepted for purchase. The purchase price was set at $1,114.69 per $1,000 of notes, based on the 0.125% U.S. Treasury due Feb. 15, 2024 as the reference security plus a fixed spread of 45 bps.

The total consideration includes an early tender payment of $50 per $1,000 principal amount of notes tendered before the early participation date.

The company will also pay accrued interest.

None of the tendered 4.15% notes were accepted for purchase, because the 3.45% notes have acceptance priority over the 4.15% notes.

Euro offers

As of the early tender time, holders had tendered

• €199,782,000 of the €500 million outstanding 1.125% notes due Nov. 25, 2025 (ISIN: XS2083146964) issued by Albermarle New Holding, €122,871,000 of which will be accepted for purchase at a proration factor of 59.4%. The purchase price is €1,057.79 per €1,000 of notes, based on the September 2025 interpolated rate plus a fixed spread of 20 bps; and

• €133,563,000 of the €500 million outstanding 1.625% notes due Nov. 25, 2028 (ISIN: XS2083147343) issued by Albermarle New Holding, none of which will be accepted for purchase. The purchase price would have been €1,077.21 per €1,000 of notes, based on the August 2028 interpolated rate plus 70 bps.

The total consideration includes an early tender payment of €50 per €1,000 principal amount of notes tendered before the early participation date.

The company will also pay accrued interest.

None of the tendered 1.625% notes were accepted for purchase, because the 1.125% notes have acceptance priority over the 1.625% notes.

Pricing for both offers was determined at 10 a.m. ET on March 12.

Tenders may no longer be withdrawn.

J.P. Morgan Securities LLC (866 834-4666, 212 834-3424) is the dealer manager for the dollar tender offer, and J.P. Morgan AG is the dealer manager for the euro tender offer (liability_management-EMEA@jpmorgan.com).

D.F. King is the information and tender agent (877 283-0323, 800 820-2415, 212 269-5550).

Albemarle is a Charlotte, N.C., specialty chemicals company.

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