TPC Group Announces Proposed Private Offering of $930 Million Senior Secured Notes due 2024
HOUSTON, July 12, 2019 — TPC Group Inc. announced today that it intends, subject to market and other conditions, to offer $930,000,000 aggregate principal amount of its Senior Secured Notes due 2024 (the “Notes”) in a private offering that is exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). The Notes will be guaranteed on a senior secured basis by all of TPC Group Inc.’s existing or future direct and indirect domestic subsidiaries, other than certain excluded subsidiaries. The net proceeds from this offering will be used to (i) pay off and terminate TPC Group Inc.’s $50 million senior secured term loan facility with Riverstone Credit Partners, L.P.; (ii) redeem all of TPC Group Inc.’s outstanding 8.75% Senior Secured Notes due 2020 (the “Existing Notes”); and (iii) repay a portion of borrowings outstanding under TPC Group Inc.’s senior secured asset-based revolving credit facility. In connection with the offering, TPC Group Inc. has issued a notice of redemption for its Existing Notes.
The Notes and the related guarantees will be offered only to qualified institutional buyers in reliance on the exemption from registration set forth in Rule 144A under the Securities Act, and outside the United States to non-U.S. persons in reliance on the exemption from registration set forth in Regulation S under the Securities Act. The Notes and the related guarantees have not been registered under the Securities Act, or the securities laws of any state or other jurisdiction, and may not be offered or sold in the United States without registration or an applicable exemption from the Securities Act and applicable state securities or blue sky laws and foreign securities laws.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, any securities, nor shall there be any sales of the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This press release shall not constitute a notice of redemption for the Existing Notes and it is not an offer or a solicitation of an offer to buy or sell the Existing Notes.
About TPC Group
TPC Group Inc., headquartered in Houston, is a leading producer of value-added products derived from petrochemical raw materials such as C4 hydrocarbons, and provider of critical infrastructure and logistics services along the Gulf Coast. The Company sells its products into a wide range of performance, specialty and intermediate markets, including synthetic rubber, fuels, lubricant additives, plastics and surfactants. With an operating history of 75 years, TPC Group has manufacturing facilities in the industrial corridor adjacent to the Houston Ship Channel and Port Neches, Texas, and operates a product terminal in Lake Charles, Louisiana.
CONTACT: Andrew Grygiel, Investor Relations