Compass Minerals Group, Inc. Announces Notes Exchange Offer.Business Editors OVERLAND PARK, Kan.--(BUSINESS WIRE)--April 25, 2002 Compass Minerals Group, Inc. today announced an offer to exchange up to $325,000,000 principal amount of its 10% Senior Subordinated Notes due 2011, registered under the Securities Act of 1933 (the exchange notes), for its outstanding 10% Senior Subordinated Notes due 2011 (the old notes). The exchange offer will expire at 5:00 p.m. EST on Friday, May 31, 2002, unless Compass Minerals Group, in its sole discretion, decides to extend the exchange offer. Compass Minerals Group issued $250.0 million and $75.0 million principal amount of old notes on November 28, 2001 and April 10, 2002, respectively. As stated in its Form S-4 Registration Statement filed April 23, 2002, Compass Minerals Group entered into a registration rights agreement on both November 28, 2001 and April 10, 2002, with the initial purchasers of the old notes, that require it to file a registration statement under the Securities Act of 1933 providing for this exchange offer. The exchange notes will be issued without a restrictive legend and generally may be reoffered and resold without registration under the Securities Act of 1933. The exchange agent for the exchange offer is The Bank of New York The Bank of New York, abbrieviated to BNY, was a global financial services company that existed until its merger with the Mellon Financial Corporation on July 2, 2007.[1] The bank now continues under the new name of The Bank of New York Mellon Corporation. , 15 Broad Street, Reorganization Unit - 16th Floor, New York New York, state, United States New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of , New York 10007. Information may also be obtained by calling 212/235-2353. Compass Minerals Group is the second-largest North American North American named after North America. North American blastomycosis see North American blastomycosis. North American cattle tick see boophilusannulatus. producer of salt, the largest producer of salt in the United Kingdom and the largest North American producer of sulfate sulfate, chemical compound containing the sulfate (SO4) radical. Sulfates are salts or esters of sulfuric acid, H2SO4, formed by replacing one or both of the hydrogens with a metal (e.g., sodium) or a radical (e.g., ammonium or ethyl). of potash, a specialty fertilizer. For the year ended December 31, 2001, the Company generated approximately $116 million of pro forma As a matter of form or for the sake of form. Used to describe accounting, financial, and other statements or conclusions based upon assumed or anticipated facts. The phrase pro forma EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) A metric used to show a company's profitability, but not its cash flow. EBITDA became popular in the 1980s to show the potential profitability of leveraged buyouts, but has become on pro forma net sales Net Sales The amount a seller receives from the buyer after costs associated with the sale are deducted. Notes: This amount is calculated by subtracting the following items from gross sales: merchandise returned for credit, allowances for damaged or missing goods, freight of approximately $385 million. Compass Minerals Group is (80.1)% owned by Apollo Management L.P. and Company management, with the remainder owned by IMC (Internet Mail Consortium, Santa Cruz, CA, www.imc.org) An industry trade association founded in 1996 by Paul Hoffman and Dave Crocker that promotes Internet e-mail standards and features. Global Inc. Safe Harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. Statement Certain statements made herein concerning anticipated future performance are forward-looking statements. These forward-looking statements are based on estimates, projections, beliefs and assumptions of management and are not guarantees of future performance. Actual future performance, outcomes and results may differ materially from those expressed in forward-looking statements as a result of a number of important factors. Representative examples of these factors include (without limitation): the seasonal nature of the markets served by Compass Minerals Group, which can be affected by factors outside of the control of Compass Minerals Group; the general economy; the demand for Compass Minerals Group's products and services; and the amount of debt Compass Minerals Group must service. This list of factors is not intended to be exhaustive. Additional information concerning the relevant risk factors can be found in the Registration Statement on Form S-4 filed with the Securities and Exchange Commission by Compass Minerals Group. All forward-looking statements made in this press release are expressly qualified by reference to disclosure in that Registration Statement. |
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