Commercial Metals Company Announces Expiration and Results of Registered Exchange Offer for Previously Issued 5.750% Senior Notes Due 2026

IRVING, Texas, Jan. 16, 2019 – — Commercial Metals Company (NYSE: CMC) (“CMC” or the “Company”) today announced the final results of its previously announced offer to exchange up to $350.0 million in aggregate principal amount of new 5.750% Senior Notes due 2026 (the “New Notes”), which have been registered under the Securities Act of 1933, as amended (the “Securities Act”), for a like principal amount of unregistered 5.750% Senior Notes due 2026 (the “Old Notes”).  The New Notes were offered in order to satisfy registration rights previously granted to the holders of the Old Notes.  

As of 5:00 p.m., New York City time, on January 15, 2019 (the “Expiration Date”), $350.0 million in aggregate principal amount (which is 100% of the total outstanding principal amount) of the Old Notes had been validly tendered (and not validly withdrawn) and accepted for exchange in the exchange offer.  The final settlement of the exchange offer is expected to take place on or about January 16, 2019.

The terms of the New Notes are substantially identical to those of the Old Notes, except that the New Notes have been registered under the Securities Act, will not have securities law transfer restrictions or registration rights and will not provide for the payment of additional interest under circumstances relating to the timing of the exchange offer.  

The exchange offer was made under the terms and conditions set forth in the Company’s prospectus dated December 13, 2018.  U.S. Bank National Association acted as Exchange Agent in the exchange offer.  

This press release shall not constitute an offer to exchange nor a solicitation of an offer to exchange the Old Notes.  The exchange offer was made only by the prospectus dated December 13, 2018 and the related letter of transmittal and only to such persons and in such jurisdictions as was permitted under applicable law.

About Commercial Metals Company

Commercial Metals Company and its subsidiaries manufacture, recycle and market steel and metal products, related materials and services through a network of facilities that includes eight electric arc furnace (“EAF”) mini mills, two EAF micro mills, a rerolling mill, steel fabrication and processing plants, construction-related product warehouses, and metal recycling facilities in the United States and Poland.

Forward-Looking Statements

This news release contains forward-looking statements.  These forward-looking statements generally can be identified by phrases such as we, CMC or its management “expects,” “anticipates,” “believes,” “estimates,” “intends,” “plans to,” “ought,” “could,” “will,” “should,” “likely,” “appears” or other similar words or phrases.  These and other forward-looking statements are based on management’s current views and assumptions and involve risks and uncertainties that could significantly affect expected results.  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.  Results may be materially affected by the risks described in the Company’s filings with the SEC, including the Company’s Annual Report on Form 10-K for the year ended August 31, 2018.  Except as required by law, the Company 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.

SOURCE Commercial Metals Company

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