ST. PAUL, Minn., March 5, 2014 /PRNewswire/ -- 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
dg.prospectus_requests@baml.com; 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
cmclientsupport@wellsfargo.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.
This document contains forward-looking statements within the
meaning of The Private Securities Litigation Reform Act of 1995
that are based on management's current expectations and
assumptions. These forward-looking statements are subject to
certain risks and uncertainties that could cause actual results to
differ materially from the potential results discussed in the
forward-looking statements. The company undertakes no obligations
to publicly revise any forward-looking statements to reflect future
events or circumstances. For a discussion of additional factors
that may materially affect management's estimates and predictions,
please view the CHS Inc. annual report filed on Form 10-K for the
year ended Aug. 31, 2013, which can
be found on the Securities and Exchange Commission web site
(www.sec.gov).
SOURCE CHS Inc.