Commercial Metals Company Announces Final Results and Expiration of Cash Tender Offer for Outstanding 2018 Senior Notes

IRVING, Texas, July 25, 2017 /PRNewswire/ -- Commercial Metals Company (NYSE: CMC) ("CMC") announced today the final results of its cash tender offer (the "Tender Offer") for up to $300.0 million aggregate purchase price, excluding accrued interest (the "Aggregate Maximum Purchase Price"), of its outstanding 7.35% Senior Notes due 2018 (the "2018 Notes") as of 11:59 p.m., New York City Time, on July 24, 2017 (the "Expiration Date"). On the date hereof (the "Final Settlement Date"), CMC intends to accept and purchase all 2018 Notes validly tendered and not validly withdrawn in the Tender Offer that have not already been accepted and purchased.

Based on information received from Global Bondholder Services Corporation, the Depositary and Information Agent for the Tender Offer ("GBSC"), as of the Expiration Date, a total of $164,790,000 in aggregate principal amount of 2018 Notes had been tendered and not validly withdrawn in the Tender Offer, including $158,000 in aggregate principal amount of 2018 Notes that were tendered and not validly withdrawn following the early participation date. The following table sets forth the aggregate principal amount of 2018 Notes that were tendered and not validly withdrawn in the Tender Offer, the aggregate principal amount of 2018 Notes accepted for purchase on the early settlement date and expected to be accepted for purchase on the Final Settlement Date, and the consideration payable for such accepted 2018 Notes:

Citigroup Global Markets Inc. acted as Dealer Manager for the Tender Offer, and GBSC acted as Depositary and Information Agent for the Tender Offer.

The Tender Offer was made solely pursuant to an offer to purchase, dated June 26, 2017. This press release is neither an offer to purchase nor a solicitation of an offer to sell any 2018 Notes or any other securities or a notice of redemption.  The Tender Offer was made only to holders of 2018 Notes in jurisdictions in which the making or acceptance thereof was in compliance with the securities, blue sky or other laws of such jurisdiction.

About Commercial Metals Company

Commercial Metals Company and subsidiaries manufacture, recycle and market steel and metal products, related materials and services through a network including steel minimills, steel fabrication and processing plants, construction-related product warehouses, metal recycling facilities and marketing and distribution offices in the United States and in strategic international markets. 

Forward – Looking Statements

This news release contains forward-looking statements regarding CMC's expectations concerning the Tender Offer and the repurchase and cancellation of 2018 Notes through the Tender Offer.  These forward-looking statements generally can be identified by phrases such as CMC or its management expects, anticipates, believes, estimates, intends, plans to, ought, could, will, should, likely, appears or other similar words or phrases. There are inherent risks and uncertainties in any forward-looking statements. Although we believe that our expectations are reasonable, we can give no assurance that these expectations will prove to have been correct, and actual results may vary materially. Except as required by law, CMC undertakes no obligation to update, amend or clarify any forward-looking statements to reflect changed assumptions, the occurrence of anticipated or unanticipated events, new information or circumstances or otherwise.

Factors that could cause actual results to differ materially from CMC's expectations include the following: the acceptance of 2018 Notes on the Final Settlement Date; the achievement of closing conditions and regulatory approvals with respect to CMC's recently announced plans to exit its International Marketing and Distribution Segment and sell its raw materials trading division; the results of negotiations, the completion of potential transactions on intended timetables or at all; rapid and significant changes in the price of metals; excess capacity in our industry, particularly in China, and product availability from competing steel minimills and other steel suppliers including import quantities and pricing; currency fluctuations; compliance with and changes in environmental laws and regulations, including increased regulation associated with climate change and greenhouse gas emissions; potential limitations in our or our customers' ability to access credit and non-compliance by our customers with our contracts; financial covenants and restrictions on the operation of our business contained in agreements governing our debt; global factors, including political uncertainties and military conflicts; availability of electricity and natural gas for minimill operations; information technology interruptions and breaches in security data; ability to retain key executives; ability to make necessary capital expenditures; availability and pricing of raw materials over which we exert little influence, including scrap metal, energy, insurance and supply prices; unexpected equipment failures; competition from other materials or from competitors that have a lower cost structure or access to greater financial resources; losses or limited potential gains due to hedging transactions; litigation claims and settlements, court decisions, regulatory rulings and legal compliance risks; risk of injury or death to employees, customers or other visitors to our operations; increased costs related to health care reform legislation; and those factors listed under Item 1A. Risk Factors included in CMC's Annual Report filed on Form 10-K for the fiscal year ended August 31, 2016 and any subsequently filed Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

SOURCE Commercial Metals Company

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