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Tenders received for 87.4% of outstanding notes due in 2019
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New notes due in 2027
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Deal strengthens the Company’s financial position, reducing the face
amount of outstanding long-term debt by 56%
BETHESDA, Md.--(BUSINESS WIRE)--Feb. 14, 2017--
Centrus Energy Corp. (NYSE MKT: LEU) (the “Company”) announced
the settlement of its previously announced private exchange offer (the “Exchange
Offer”) to exchange any and all of the Company’s 8.0% PIK toggle
notes due 2019/2024 (the “Outstanding Notes”) for up to (i) $85
million 8.25% senior secured notes due 2027 guaranteed on a subordinated
and limited basis by the Company’s subsidiary, United States Enrichment
Corporation (the “New Notes”), (ii) $120 million liquidation
amount of 7.5% cumulative redeemable preferred stock (the “Preferred
Stock”), and (iii) $30 million in cash.
According to information provided by the exchange agent and information
agent for the Exchange Offer and Consent Solicitation, as of 11:59 p.m.,
New York City time, on February 9, 2017 (the "Expiration Date"),
the Company had received tenders from holders of $204,944,468 in
aggregate principal amount of the Outstanding Notes, representing
approximately 87.4% of the total outstanding principal amount of the
Outstanding Notes.
“This represents a major step forward for Centrus,” said Centrus
President and CEO Daniel B. Poneman. “One of our top priorities has been
to deleverage the company. By cutting the face amount of our long-term
debt burden by more than half and extending the maturity of the new debt
to 2027, we believe that we will be better able to deliver on our
strategic initiatives to grow and diversify our company, while
continuing to satisfy the long-term needs of our customers.”
“We thank our stakeholders who participated in this effort for their
continued support of Centrus.”
All holders who tendered prior to the Expiration Date received $362.36
principal amount of New Notes, $509.75 liquidation preference of
Preferred Stock and a cash payment of $127.89 in exchange for each
$1,000 principal amount of Outstanding Notes validly tendered and
accepted for exchange by the Company pursuant to the Exchange Offer. For
each $1,000 principal amount of Outstanding Notes validly tendered on or
prior to the “Early Tender Date” of 11:59 p.m., New York City time, on
February 2, 2017 and not validly withdrawn, holders received an
additional “Early Tender Premium” equal to a cash payment of $7.50.
All conditions to the Exchange Offer and Consent Solicitation have been
satisfied or waived, including the receipt of valid consents from the
holders of a majority of the outstanding principal amount of the
Outstanding Notes to the proposed amendments to the indenture for the
Outstanding Notes.
The Company issued an aggregate of $74,263,580 principal amount of New
Notes, 104,574 shares of Preferred Stock with aggregate liquidation
preference of $104,574,000 and $27,560,110 in cash in the Exchange
Offer. Immediately following settlement, $29,630,036 aggregate principal
amount of Outstanding Notes remained outstanding.
The New Notes, the Guarantee and the Preferred Stock will not be
registered under the Securities Act of 1933, as amended (the “Securities
Act”), and may not be transferred or sold in the United States
absent registration or an applicable exemption from the registration
requirements of the Securities Act. This press release shall not
constitute an offer to sell or the solicitation of an offer to buy any
security.
Forward-Looking Statements
This news release contains “forward-looking statements” within the
meaning of Section 21E of the Securities Exchange Act of 1934 - that is,
statements related to future events. In this context, forward-looking
statements may address our expected future business and financial
performance, and often contain words such as “expects”, “anticipates”,
“intends”, “plans”, “believes”, “will”, “should”, “could”, “would” or
“may” and other words of similar meaning. Forward-looking statements by
their nature address matters that are, to different degrees, uncertain.
For Centrus Energy Corp., particular risks and uncertainties that could
cause our actual future results to differ materially from those
expressed in our forward-looking statements include, risks and
uncertainties related to the limited trading markets in our securities;
risks related to our ability to maintain the listing of our common stock
on the NYSE MKT LLC; the continued impact of the March 2011 earthquake
and tsunami in Japan on the nuclear industry and on our business,
results of operations and prospects; the impact and potential extended
duration of the current supply/demand imbalance in the market for
low-enriched uranium (“LEU”); risks related to actions that may be taken
by the U.S. government, the Russian government or other governments that
could affect our ability or the ability of our sources of supply to
perform under contract obligations, including the imposition of
sanctions, restrictions or other requirements; the impact of government
regulation including by the U.S. Department of Energy and the U.S.
Nuclear Regulatory Commission; the outcome of legal proceedings and
other contingencies (including lawsuits and government investigations or
audits); risks relating to our sales order book, including uncertainty
concerning customer actions under current contracts and in future
contracting due to market conditions and lack of current production
capability; risks associated with our reliance on third-party suppliers
to provide essential products or services to us; pricing trends and
demand in the uranium and enrichment markets and their impact on our
profitability; uncertainty regarding our ability to commercially deploy
competitive enrichment technology; risks and uncertainties regarding
funding for the American Centrifuge project and our ability to perform
under our agreement with UT-Battelle, LLC, the management and operating
contractor for Oak Ridge National Laboratory, for continued research and
development of the American Centrifuge technology; the competitive
environment for our products and services; the potential for further
demobilization or termination of the American Centrifuge project; risks
related to the current demobilization of the portions of the American
Centrifuge project including risks that the schedule could be delayed
and costs could be higher than expected; the timing, savings and
execution of any potential restructurings; potential strategic
transactions, which could be difficult to implement, disrupt our
business or change our business profile significantly; changes in the
nuclear energy industry; the impact of financial market conditions on
our business, liquidity, prospects, pension assets and insurance
facilities; revenue and operating results can fluctuate significantly
from quarter to quarter, and in some cases, year to year; and other
risks and uncertainties discussed in this and our other filings with the
Securities and Exchange Commission, including our Annual Report on Form
10-K for the fiscal year ended December 31, 2015 and subsequent
Quarterly Reports on Form 10-Q, which are available on our website at www.centrusenergy.com.
We do not undertake to update our forward-looking statements except as
required by law.
View source version on businesswire.com: http://www.businesswire.com/news/home/20170214006513/en/
Source: Centrus Energy Corp.
Centrus Energy Corp.
Don Hatcher, 301-564-3460
