KOPPERS HOLDINGS INC. (NYSE:KOP) Files An 8-K Entry into a Material Definitive Agreement
Item1.01.
| Entry into a Material Definitive Agreement. |
On January19, 2017, Koppers Holdings Inc., Koppers Inc., a
wholly-owned subsidiary of Koppers Holdings Inc., and certain of
the subsidiaries of Koppers Inc. named therein (collectively with
Koppers Holdings Inc., the Guarantors) entered into a purchase
agreement (the Purchase Agreement) with Wells Fargo Securities,
LLC, as representative of the several initial purchasers named
therein (the Initial Purchasers) relating to the issuance and
sale by Koppers Inc. of $500 million aggregate principal amount
of Koppers Inc.s 6.00% Senior Notes due 2025 (the Notes). The
Notes will be issued by Koppers Inc. to an Indenture to be
entered into among Koppers Inc., the Guarantors and Wells Fargo
Bank, National Association, as trustee. Subject to customary
market and other conditions set forth in the Purchase Agreement,
the Notes will be sold within the United States only to qualified
institutional buyers in reliance on Rule 144A under the
Securities Act of 1933, as amended (the Securities Act), and
outside of the United States only to non-U.S. persons in reliance
on Regulation S under the Securities Act.
The Purchase Agreement includes customary representations,
warranties and covenants by Koppers Inc. and the Guarantors.
Under the terms of the Purchase Agreement, Koppers Inc. and the
Guarantors have agreed to indemnify the Initial Purchasers
against certain liabilities. The Purchase Agreement is filed as
Exhibit 1.1 to this Current Report on Form 8-K and this
description of the material terms of the Purchase Agreement is
qualified in its entirety by reference to such exhibit, which is
incorporated herein by reference.
| Item8.01. | Other Events. |
On January20, 2017, Koppers Holdings Inc. issued a press release
announcing the pricing of the Notes offered by its wholly-owned
subsidiary, Koppers Inc.
A copy of the press release is attached to this Current Report on
Form 8-K and is
incorporated by reference into this Item 8.01.
| Item9.01. | Financial Statements and Exhibits. |
(d) Exhibits. The
following exhibits are filed herewith:
| 1.1 |
Purchase Agreement, dated as of January19, 2017, among Koppers Inc., Koppers Holdings Inc., the other guarantors party thereto, and Wells Fargo Securities, LLC, as representative of the initial purchasers named therein. |
|
| 99.1 | Press Release, dated January20, 2017. |
About KOPPERS HOLDINGS INC. (NYSE:KOP)
Koppers Holdings Inc. is an integrated global provider of treated wood products, wood treatment chemicals and carbon compounds. The Company operates through three business segments: Railroad and Utility Products and Services (RUPS), Carbon Materials and Chemicals (CMC) and Performance Chemicals (PC). The Railroad and Utility Products and Services segment sells treated and untreated wood products, rail joint bars and services primarily to the railroad industry and treated wood products to the utility industry. Its utility products include transmission and distribution poles and pilings. The Carbon Materials and Chemicals segment is primarily a manufacturer of creosote, carbon pitch, naphthalene, phthalic anhydride and carbon black feedstock. The Performance Chemicals segment develops, manufactures, and markets wood preservation chemicals and wood treatment technologies and services a range of markets including infrastructure, residential and commercial construction and agriculture. KOPPERS HOLDINGS INC. (NYSE:KOP) Recent Trading Information
KOPPERS HOLDINGS INC. (NYSE:KOP) closed its last trading session 00.00 at 40.30 with 73,870 shares trading hands.