KINGSEY FALLS, QC, Aug. 10, 2020 - Cascades Inc. (TSX: CAS) (the "Company"), a leader in eco-friendly recycling, packaging and hygiene solutions, announced today that it intends, subject to market and other conditions, to offer US$200 million aggregate principal amount of additional 5.375% Senior Notes due 2028 (the "New Notes"), which will be a part of the same series as the US$300 million aggregate principal amount of 5.375% Senior Notes due 2028 (the "Existing Notes") issued in November 2019, with terms and conditions identical to the Existing Notes (other than issue date and issue price), in a private offering that is exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), and from the prospectus requirements under the relevant Canadian securities legislation. Cascades USA Inc., a U.S. indirect wholly-owned subsidiary of the Company (the "Co-Issuer"), is a co-issuer in respect of the Existing Notes and will be a co-issuer in respect of the New Notes with the Company. The Existing Notes are, and the New Notes will be, guaranteed by each of the Company's existing and future U.S. and Canadian restricted subsidiaries (other than the Co-Issuer), subject to certain exceptions, on a senior unsecured basis. The Existing Notes are not, and the New Notes will not be, guaranteed by the Company's subsidiaries organized outside of Canada and the United States or by any of the Company's joint ventures, entities constituting minority investments, unrestricted subsidiaries, special purpose vehicles or immaterial subsidiaries.
The Company intends to use the net proceeds from the offering of the New Notes, together with borrowings under the Company's revolving credit facility, to (i) fund the purchase, pursuant to its previously announced tender offer, of any and all of the Company's outstanding US$200 million aggregate principal amount of 5.75% Senior Notes due 2023 (the "2023 Notes") (plus accrued interest) (the "Tender Offer") and (ii) redeem any of the 2023 Notes not purchased pursuant to the Tender Offer.
The New Notes and related guarantees are being offered only to persons reasonably believed to be qualified institutional buyers in reliance on the exemption from registration set forth in Rule 144A under the Securities Act, and to non-U.S. persons outside the United States in reliance on the exemption from registration set forth in Regulation S under the Securities Act and upon reliance on the accredited investor exemption in Canada. The New 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 or Canada without registration or an applicable exemption from the Securities Act or applicable Canadian securities legislation.
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 securities mentioned in this press release 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.
Certain statements in this release, including statements regarding future results and performance, are forward-looking statements (as such term is defined under applicable securities law, including the Private Securities Litigation Reform Act of 1995) based on current expectations. The accuracy of such statements is subject to a number of risks, uncertainties and assumptions that may cause actual results to differ materially from those projected, including, but not limited to, the impact of COVID-19 on the Company's operations, the effect of general economic conditions, decreases in demand for the Company's products, increases in raw material costs, fluctuations in selling prices and adverse changes in general market and industry conditions and other factors listed in the Company's U.S. Securities and Exchange Commission and Canadian Securities Commissions filings.
Founded in 1964, Cascades offers sustainable, innovative and value-added packaging, hygiene and recovery solutions. The company employs approximately 12,000 women and men across a network of close to 90 facilities in North America and Europe. Driven by its participative management, half a century of experience in recycling, and continuous research and development efforts, Cascades continues to provide innovative products that customers have come to rely on, while contributing to the well-being of people, communities and the entire planet. Cascades' shares trade on the Toronto Stock Exchange under the ticker symbol CAS.