Chemtura launches tender offer, consent solicitation for 7 7/8% notes

By Marisa Wong

Madison, Wis., June 10 - Chemtura Corp. said it has begun a cash tender offer and consent solicitation for any and all of its outstanding $455 million principal amount of 7 7/8% senior notes due 2018.

The company is soliciting consents from holders of the notes to some proposed amendments that would eliminate substantially all of the restrictive covenants, some events of default and related provisions contained in the indenture governing the notes.

In order to execute a supplemental indenture effecting the changes, the company needs consents from holders of a majority in principal amount of the outstanding notes.

Holders who tender their notes will be deemed to consent to the proposed amendments, and holders who consent will be required to tender their notes.

The tender offer will expire at 11:59 p.m. ET on July 8.

Holders who tender their notes on or prior to 5 p.m. ET on June 21, the consent date, will receive the total consideration of $1,117.50 per $1,000 principal amount of notes. The total consideration includes a consent payment of $30.00 per $1,000 of notes.

The company said it intends to pay the total consideration, plus accrued interest up to but excluding the payment date on the early settlement date, which is expected to occur after the consent date but prior to the expiration date.

Holders who tender their notes after the consent date but on or prior to the expiration date will receive the tender offer consideration of $1,087.50 per $1,000 of notes plus accrued interest up to but excluding the final settlement date, which is expected to occur right after the expiration of the offer.

Holders who tender their notes after the consent date will not receive the consent payment.

Tendered notes may be withdrawn and consents revoked at any time on or prior to the earlier of the consent deadline and the date and time the required consents are received.

The tender offer and consent solicitation are conditioned on completion of a future offering of unsecured senior debt securities that will yield proceeds sufficient to fund the tender offer and consent solicitation.

Citigroup Global Markets Inc. (800 558-3745 or 212 723-6106) is the dealer manager and solicitation agent, and D.F. King & Co. Inc. (800 829-6551 or 212 269-5550) is the tender agent and information agent.

Chemtura is a Middlebury, Conn.-based manufacturer and marketer of specialty chemicals, agrochemicals and pool, spa and home care products.

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