CHS prices public offering of 16.8 million shares of preferred stock at US$25/share
ST. PAUL, Minnesota
March 5, 2014
– CHS Inc. (NASDAQ: CHSCP) today announced the pricing of 16,800,000 shares of Class B Reset Rate Cumulative Redeemable Preferred Stock, Series 2 (the "Class B Series 2 Preferred Stock") with a liquidation preference of $25.00 per share and a dividend rate of 7.10% per annum to, but excluding, March 31, 2024, and thereafter, at an annual rate equal to three-month LIBOR, as determined for the applicable quarterly period, plus a spread 4.298%, but in no event will the sum of such annual rate and spread be greater than 8% per annum. Pricing took place on March 4, 2014.
The approximately $406.2 million of net proceeds, after deducting underwriting discounts, commissions and expected offering expenses payable by CHS Inc., are intended to be used for general corporate purposes, which may include partially funding the anticipated construction of a nitrogen fertilizer manufacturing plant to be located in Spiritwood, N.D.
The offering is expected to close on or about March 11, 2014, subject to the satisfaction of customary closing conditions.
The Class B Series 2 Preferred Stock is a new issue of securities and, prior to this offering, there has been no established trading market. The Class B Series 2 Preferred Stock has been approved for listing on the NASDAQ Global Select Market, subject to official notice of issuance, under the symbol "CHSCN." It has not been rated by any nationally recognized statistical rating agency.
BofA Merrill Lynch and Wells Fargo Securities acted as joint book-running managers in the offering, and D.A. Davidson & Co. served as lead manager.
The offering is being made pursuant to an effective registration statement filed with the Securities and Exchange Commission. Copies of the final prospectus relating to the offering may be obtained from the Securities and Exchange Commission website at http://www.sec.gov; or from Merrill Lynch, Pierce, Fenner & Smith Incorporated at 222 Broadway, 11th Floor, New York, New York 10038, Attn: Prospectus Department ; by emailing firstname.lastname@example.org; or from Wells Fargo Securities, LLC at 1525 West W.T. Harris Blvd., NC0675, Charlotte, North Carolina 28262, Attn: Capital Markets Client Support or by emailing email@example.com.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, the securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
CHS Inc. is a leading global agribusiness owned by farmers, ranchers and cooperatives across the United States. Diversified in energy, grains and foods, CHS is committed to helping its customers, farmer-owners and other stakeholders grow their businesses through its domestic and global operations. CHS, a Fortune 100 company, supplies energy, crop nutrients, grain marketing services, animal feed, food and food ingredients, along with business solutions including insurance, financial and risk management services. The company operates petroleum refineries/pipelines and manufactures, markets and distributes Cenex® brand refined fuels, lubricants, propane and renewable energy products.