Commercial Metals Company Announces Closing of $600 Million Senior Bond Offering |


IRVING, TX, January 28, 2022 /PRNewswire/ — Commercial Metals Company (NYSE: CMC) (“CMC“) announced today that it has closed its previously announced offering of $300 million an aggregate principal amount of 4.125% senior bonds due 2030 and $300 million aggregate principal amount of 4.375% senior notes due 2032 pursuant to a public offering underwritten pursuant to its effective standby registration statement (the “Ticket offer“).

CMC intends to use the net proceeds of the note offering to fund the redemption of its outstanding 5.375% senior notes due 2027.”Tickets 2027“) and for general corporate purposes.

BofA Securities acted as underwriters’ representative and co-lead manager with Citigroup, Wells Fargo Securities, PNC Capital Markets LLC, BMO Capital Markets and Fifth Third Securities. Truist Securities, Capital One Securities, US Bancorp and Regions Securities LLC acted as co-managers of the Notes Offering.

The redemption is made pursuant to a conditional notice of full redemption of the 2027 Bonds dated January 13, 2022and this press release does not constitute a notice of redemption under the indenture governing the 2027 Bonds. The condition for the notice of redemption in full of the 2027 Bonds has been satisfied by the closing of the Bond Offering and , therefore, the refund will take place on February 15, 2022.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, and there will be no sale of such securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or territory.

About Commercial Metals Company

Commercial Metals Company and its subsidiaries fabricate, recycle and fabricate steel and metal products, and provide related materials and services through a network of facilities that includes seven electric arc furnaces (“EAF“) mini-factories, two EAF micro-factories, a re-rolling plant, steel fabrication and processing plants, construction-related product warehouses and metal recycling facilities at United States and Poland.

Forward-looking statements

This press release contains “forward-looking statements” within the meaning of federal securities laws regarding CMC’s expectations regarding the redemption of the 2027 Notes. These forward-looking statements can generally be identified by expressions such as we or our management “expects”, “anticipates”, “believes”, “estimates”, “intends”, “plans”, “should”, “could”, “will”, “should”, “probably “, “appears”, “projects”, “forecasts”, “outlook” or other similar words or expressions. There are risks and uncertainties inherent in any forward-looking statement. We caution readers not to place undue reliance on forward-looking statements.

Our forward-looking statements are based on management’s expectations and beliefs at the time of this press release. Although we believe our expectations are reasonable, we cannot guarantee that these expectations will prove to be correct, and actual results may vary significantly. Except as required by law, we undertake no obligation to update, modify or clarify any forward-looking statements to reflect changed assumptions, the occurrence of anticipated or unanticipated events, new information or circumstances or any other change. Important factors that could cause actual results to differ materially from our expectations include those described in Part I, Item 1A, Risk Factors, of our Annual Report on Form 10-K for the year ended August 31, 2021. and in Part II, Item 1A, Risk Factors of our subsequent quarterly reports on Form 10-Q as well as the following: the satisfaction of closing conditions relating to the note offering; changes in economic conditions that affect demand for our products or construction activity generally, and the impact of these changes on the highly cyclical steel industry; rapid and significant changes in the price of metals, which could adversely affect the value of our inventory due to declining commodity prices or reduce the profitability of our downstream contracts due to rising commodity prices; the impacts of COVID-19 on the economy, demand for our products, the global supply chain and on our operations, including the responses of government authorities to contain COVID-19 and the impact of various vaccines against COVID-19; excess capacity in our industry, especially in China, and the availability of products from competing mills and other steel suppliers, including import quantities and prices; compliance with and changes to existing and future laws, regulations and other legal requirements and court orders that govern our business, including increased environmental regulations associated with climate change and greenhouse gas emissions; involvement in various environmental matters that may result in fines, penalties or judgments; developments in remediation technology, changes in regulations, potential third-party contributions, uncertainties inherent in the estimation process and other factors that may affect amounts payable for environmental liabilities ; potential limitations on our or our customers’ ability to access credit and failure to meet their contractual obligations, including payment obligations; share repurchase activity of our common stock under our buyback program; financial covenants and restrictions on the operation of our business contained in agreements governing our indebtedness; our ability to successfully identify, complete and integrate acquisitions and the effects that acquisitions may have on our financial leverage; risks associated with acquisitions generally, such as the inability to obtain or delays in obtaining required approvals under applicable antitrust laws and other regulatory and third-party consents and approvals; operational and start-up risks, as well as market risks associated with commissioning new projects, could prevent us from realizing the expected benefits and could result in the loss of all or a substantial portion of our investments; lower-than-expected future revenue levels and higher-than-expected future costs; failure or inability to implement growth strategies in a timely manner; the impact of goodwill impairment charges; the impact of long-lived asset impairment charges; currency fluctuations; global factors, such as trade actions, military conflicts, and political uncertainties, including changes in applicable trade regulations, such as Section 232 trade tariffs and quotas, tax laws, and other regulations that may adversely impact our business; availability and pricing of electricity, electrodes and natural gas for plant operations; the ability to hire and retain key executives and other employees; competition from other materials or competitors that have a lower cost structure or access to greater financial resources; information technology disruptions and security breaches; the ability to make necessary capital expenditures; the availability and price of raw materials and other items over which we have little control, including scrap metal, energy and insurance; unexpected equipment failures; the limited potential losses or gains due to hedging transactions; claims and litigation settlements, court rulings, regulatory rulings and legal compliance risks; risk of injury or death to employees, customers or other visitors to our operations; and civil unrest, demonstrations and riots.

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SOURCE Metal Trading Company

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