SunCoke Energy, Inc. (NYSE: SXC) (the “Company”) announced today that it intends to offer to sell, subject to market and other conditions, $500 million aggregate principal amount of senior secured notes due 2029 (the “Notes”) in an offering that is exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”).
The Notes will be fully and unconditionally guaranteed on a senior secured basis by the Company’s existing and future, domestic subsidiaries that guarantee the Company’s revolving credit facility or certain other debt, which do not include certain “excluded subsidiaries.” Additionally, the Notes and the note guarantees will be secured on an equal and ratable basis with the Company’s revolving credit facility by first-priority liens, subject to permitted liens, on substantially all of the Company’s and the guarantors’ assets, other than certain “excluded assets.”
The Company also announced that it and certain of its domestic, wholly-owned subsidiaries have entered into an amendment to its existing revolving credit agreement to, among other things, downsize the borrowing capacity to $350 million and extend the maturity date to June 2026. The amendment and extension of the revolving credit agreement is subject to the satisfaction of certain conditions, including the successful execution of the notes offering.
SunCoke Energy, Inc. intends to use the net proceeds from the offering, together with borrowings under the amended revolving credit facility to redeem all of SunCoke Energy Partners Finance Corp.’s outstanding 7.500% Senior Unsecured Notes due 2025 (“2025 Notes”). SunCoke Energy Partners Finance Corp. is an indirect, wholly-owned subsidiary of the Company, and the 2025 Notes are fully and unconditionally guaranteed by the Company.
This news release does not constitute a notice of redemption for the 2025 Notes. This news release is neither an offer to sell nor a solicitation of an offer to buy the Notes or any other securities and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of, the Notes or any other securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
The Notes and related guarantees are being offered only to qualified institutional buyers in reliance on the exemption from registration set forth in Rule 144A under the Securities Act, and outside the United States to non-U.S. persons in reliance on the exemption from registration set forth in Regulation S under the Securities Act. The Notes and the related guarantees have not been and will not be 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 without registration or an applicable exemption from the Securities Act and applicable state securities or blue sky laws and foreign securities law.
For more information please visit : suncoke.com