Extension of the Exchange Offer for Global Depositary Receipts
05 June 2013
OCI N.V. today announced that it intends to contribute its methanol and ammonia facility near Beaumont, Texas to a newly formed limited partnership (the “MLP”) and that it expects the MLP to file a registration statement with the U.S. Securities and Exchange Commission to register an initial public offering (the “IPO”) of common units to be issued by the MLP. OCI N.V. expects that the initial filing of the registration statement will occur in June 2013.
Subject to market conditions and final approval by OCI N.V.’s board of directors, OCI N.V. anticipates that a minority interest in the MLP will be offered in the IPO in the second half of 2013. The purpose of the IPO is to raise proceeds to repay outstanding indebtedness of the MLP and to fund expenditures relating to the Beaumont facility’s planned debottlenecking project. Additional information will be included in the registration statement once publicly filed.
DISCLOSURES UNDER RULE 135
A registration statement relating to the common units of the MLP to be sold in the IPO is expected to be filed with the Securities and Exchange Commission, but has not been filed or become effective. This announcement does not constitute an offer to sell, or the solicitation of an offer to buy, any securities. This announcement is being issued pursuant to, and in accordance with, Rule 135 under the Securities Act of 1933, as amended.
CAUTIONARY STATEMENT FOR THE PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
This news release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbors created thereby. Words and phrases such as “is anticipated,” “is estimated,” “is expected,” “is planned,” “is scheduled,” “is targeted,” “believes,” “intends,” “objectives,” “projects,” “strategies” and similar expressions are used to identify such forward-looking statements. However, the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements relating to the expected filing of the registration statement with respect to the IPO of the MLP, the expected timing of the completion of the IPO of the MLP and the purpose of the IPO are based on management’s expectations, estimates and projections about the MLP and OCI N.V.’s industry in general on the date this news release was prepared. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict, including the risks related to prevailing conditions in the U.S capital markets and the risk that the IPO may not occur. Therefore, actual outcomes and results may differ materially from what is expressed in such forward-looking statements. OCI N.V. is under no obligation (and expressly disclaims any such obligation) to update or alter its forward-looking statements, whether as a result of new information, future events or otherwise.