NewMarket Corporation (NYSE: NEU) announced today that it has entered into a new $650 million five-year unsecured revolving credit facility which replaces the company’s previous $300 million unsecured revolving credit facility which would have matured on November 12, 2015. This new credit facility provides NewMarket with significantly lower cost of borrowing and increased operating flexibility to execute its long-term business plans. NewMarket believes the terms of this new credit facility reflect the strength of its business, the significant cash flow it generates and its solid balance sheet. The lead banks in the facility are J.P.Morgan and RBS Citizens as Joint Lead Arrangers; and Bank of America, N.A. and PNC Bank, N.A. as co-documentation agents. J.P.Morgan Chase Bank N.A. is the administrative agent. NewMarket intends to use a portion of this larger credit facility to fund the early redemption of all outstanding $150 million aggregate principal amount of NewMarket’s 7.125% Senior Notes due 2016 (CUSIP Number 651587AC1) (the “Senior Notes”) and to repay a $63 million mortgage loan secured by the Foundry Park I office building. On or about March 15, 2012, Wells Fargo Bank, N.A., as Trustee, is issuing to all record holders of the Senior Notes a Notice of Full Redemption in respect of the Senior Notes. The Senior Notes are expected to be redeemed on or about April 16, 2012 at a redemption price equal to 103.563% of the principal amount of the Senior Notes being redeemed, plus accrued and unpaid interest, on the Senior Notes to the redemption date. Copies of the Notice of Full Redemption and additional information relating to the procedure for redemption of the Senior Notes may be obtained from Wells Fargo Bank, N.A., as Trustee, by calling 1-800-344-5128. NewMarket expects to report approximately $10 million in pre-tax charges associated with the closing of the new credit facility during the First and Second Quarters, 2012. These charges result from the accelerated amortization of financing fees associated with prior credit agreements and costs associated with redeeming the Senior Notes prior to maturity.
As a result of the new credit facility, repayment of the mortgage loan and redemption of the Senior Notes, NewMarket is expecting approximately $10 million in annual pre-tax interest expense savings.Key terms of the company’s new credit facility:
- $650 million, five-year unsecured revolving credit facility;
- $150 million expansion feature;
- Grid pricing based on EBITDA to debt levels; and
- Customary financial covenants for an unsecured facility.
You should keep in mind that any forward-looking statement made by NewMarket in the foregoing discussion speaks only as of the date on which such forward-looking statement is made. New risks and uncertainties come up from time to time, and it is impossible for us to predict these events or how they may affect the company. We have no duty to, and do not intend to, update or revise the forward-looking statements in this discussion after the date hereof, except as may be required by law. In light of these risks and uncertainties, you should keep in mind that the events described in any forward-looking statement made in this discussion, or elsewhere, might not occur.