Ineos Quattro reports results of two tender offers for three notes due 2026

By Wendy Van Sickle

Columbus, Ohio, Nov. 9 – Ineos Quattro Finance 2 plc announced the results of its any-and-all tender offer and, jointly with Ineos Quattro Finance 1 plc, the results of a concurrent capped tender offer, according to multiple notices.

Any-and-all offer

Ineos Quattro Finance 2 received and accepted tenders of $353,821,000 principal amount of notes under its offer to purchase for cash any and all of its outstanding $500 million 3 3/8% senior secured notes due Jan. 15, 2026 (ISIN: US45674GAA22, USG4772GAA34) guaranteed by Ineos Quattro Holdings Ltd.

The purchase price is $950 per $1,000 principal amount, plus accrued interest.

The offer expired at 5 p.m. ET on Nov. 8, which is also the withdrawal deadline.

The deadline for tenders under guaranteed delivery procedures is 5 p.m. ET on Nov. 13.

Settlement is expected to be on Nov. 14.

The offer is not conditioned on any minimum amount of securities being tendered. However, the offer is conditioned on the company raising at least €2.8 billion net proceeds from new debt.

Capped offer

Ineos Quattro Finance 2 and Ineos Quattro Finance 1 invited holders of their €772.55 million outstanding 2½% senior secured notes due Jan. 15, 2026 (ISIN: XS2291929573) and €495.58 million outstanding 3¾% senior notes due July 15, 2026 (ISIN: XS2291928849), respectively, to tender their notes for purchase for cash, up to a maximum acceptance amount.

The companies received tenders of €417,946,000 of the 2½% notes and €127,793,000 of the 3¾% notes and will accept all of the tenders from each series with no pro rata scaling.

The purchase price is 94 for Ineos Quattro Finance 2’s 2½% senior secured notes and 90.5 for Ineos Quattro Finance 1’s 3¾% senior notes. The company will also pay accrued interest.

The companies previously said the aggregate purchase price will not exceed (a) the aggregate net proceeds of the new financing mentioned above less (b) the sum of (i) the aggregate principal amount of 2026 term loan B facilities to be repaid substantially concurrently with the purchase of the notes, (ii) the aggregate purchase price for Ineos Quattro Finance 2’s 3 3/8% senior secured notes to be purchased in the concurrent any-and-all tender offer and (iii) €381 million to finance the previously announced Eastman transactions.

The tender offer only applied to the Regulation S notes of each series; the Rule 144A notes of those series are excluded.

The offer expired at noon ET on Nov. 8.

Settlement is slated for Nov. 14.

More details

Goldman Sachs International (+44 20 7774 4836; liabilitymanagement.eu@gs.com), HSBC Bank plc (+44 20 7992 6237; 888 HSBC-4LM or 212 525-5552 for the any-and-all offer; liability.management@hsbcib.com) and ING Bank NV, London Branch (+44 20 7767 6784; liability.management@ing.com) were the lead dealer managers. BNP Paribas, Citigroup Global Markets Ltd. and J.P. Morgan Securities LLC were also dealer managers.

The tender and information agent was Kroll Issuer Services Ltd. (+44 20 7704 0880; attn.: Owen Morris / Alessandro Zorza; ineos@is.kroll.com; https://deals.is.kroll.com/ineosquattrousd).

The company said the purpose of the offer is, among other things, to proactively manage its expected maturity profile. The offer also gives holders the opportunity to sell their current holdings in the securities.

Ineos Quattro is a chemicals company based in London.

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