IRVING, Texas, April 25, 2018 /PRNewswire/ -- Darling
Ingredients Inc. (NYSE: DAR) ("Darling" or the "Company") today
announced that Darling Global Finance B.V. (the "Issuer"), an
indirect, wholly-owned subsidiary of the Company incorporated under
the laws of The Netherlands, has
priced a private offering of €515 million in aggregate principal
amount of its 3.625% unsecured senior notes due 2026 (the
"Notes"). The Notes were priced at 100% of their face amount.
The offering is expected to close on May 2,
2018, subject to the satisfaction of customary closing
conditions.
The gross proceeds of the offering, together with borrowings
under the Company's revolving credit facility, are expected to be
used to refinance all of the Issuer's 4.75% Senior Notes due 2022
by cash tender offer for those notes, and, if and to the extent
necessary, redemption of those notes and to pay any applicable
premiums for the refinancing, to pay the commission of the initial
purchasers of the Notes and to pay the other fees and expenses
related to the offering.
The Notes will be offered in the
United States to persons reasonably believed to be qualified
institutional buyers in reliance on Rule 144A under the Securities
Act of 1933, as amended (the "Securities Act"), and outside
the United States to non-U.S.
persons in reliance on Regulation S under the Securities Act. The
Notes will not be registered under the Securities Act or any state
securities laws and, unless so registered, may not be offered or
sold in the United States except
pursuant to an applicable exemption from the registration
requirements of the Securities Act and applicable state securities
laws.
This media release shall not constitute an offer to sell or the
solicitation of an offer to buy the Notes, nor shall there be any
offer to sell, solicitation of an offer to buy or sale of the
Notes, in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or other
jurisdiction.
About Darling
Darling Ingredients Inc. is a global developer and producer of
sustainable natural ingredients from edible and inedible
bio-nutrients, creating a wide range of ingredients and customized
specialty solutions for customers in the pharmaceutical, food, pet
food, feed, industrial, fuel, bioenergy and fertilizer
industries. With operations in over 200 locations across five
continents, the Company collects and transforms all aspects of
animal by-product streams into useable and specialty ingredients,
such as gelatin, edible fats, feed-grade fats, animal proteins and
meals, plasma, pet food ingredients, organic fertilizers, yellow
grease, fuel feedstocks, green energy, natural casings and hides.
The Company also recovers and converts recycled oils (used cooking
oil and animal fats) into valuable feed and fuel ingredients and
collects and processes residual bakery products into feed
ingredients. In addition, the Company provides environmental
services, such as grease trap collection and disposal services to
food service establishments and disposal services for waste solids
from the wastewater treatment systems of industrial food processing
plants.
Cautionary Statements Regarding Forward‑Looking Information:
This media release contains "forward-looking" statements
regarding the business operations and prospects of Darling
Ingredients Inc., including its Diamond
Green Diesel joint venture, and industry factors affecting
it. These statements are identified by words such as "believe,"
"anticipate," "expect," "estimate," "intend," "could," "may,"
"will," "should," "planned," "potential," "continue," "momentum,"
"assumption," and other words referring to events that may occur in
the future. These statements reflect the Company's current view of
future events and are based on its assessment of, and are subject
to, a variety of risks and uncertainties beyond its control, each
of which could cause actual results to differ materially from those
indicated in the forward-looking statements. These factors include,
among others, existing and unknown future limitations on the
ability of the Company's direct and indirect subsidiaries to make
their cash flow available to the Company for payments on the
Company's indebtedness or other purposes; global demands for
bio-fuels and grain and oilseed commodities, which have exhibited
volatility, and can impact the cost of feed for cattle, hogs and
poultry, thus affecting available rendering feedstock and selling
prices for the Company's products; reductions in raw material
volumes available to the Company due to weak margins in the meat
production industry as a result of higher feed costs, reduced
consumer demand or other factors, reduced volume from food service
establishments, or otherwise; reduced demand for animal feed;
reduced finished product prices, including a decline in fat and
used cooking oil finished product prices; changes to worldwide
government policies relating to renewable fuels and greenhouse gas
emissions that adversely affect programs like the Renewable Fuel
Standards Program, low carbon fuel standards and tax credits for
biofuels both in the United States
and abroad; possible product recall resulting from developments
relating to the discovery of unauthorized adulterations to food or
food additives; the occurrence of 2009 H1N1 flu (initially known as
"Swine Flu"), highly pathogenic strains of avian influenza
(collectively known as "Bird Flu"), bovine spongiform
encephalopathy (or "BSE"), porcine epidemic diarrhea ("PED") or
other diseases associated with animal origin in the United States or elsewhere; unanticipated
costs and/or reductions in raw material volumes related to the
Company's compliance with the existing or unforeseen new U.S. or
foreign (including, without limitation, China) regulations affecting the industries in
which the Company operates or its value added products (including
new or modified animal feed, Bird Flu, PED or BSE or similar or
unanticipated regulations); risks associated with the renewable
diesel plant in Norco, Louisiana
owned and operated by a joint venture between the Company and
Valero Energy Corporation, including possible unanticipated
operating disruptions and issues related to the announced expansion
project; difficulties or a significant disruption in our
information systems or failure to implement new systems and
software successfully, including our ongoing enterprise resource
planning project; risks relating to possible third party claims of
intellectual property infringement; increased contributions to the
Company's pension and benefit plans, including multiemployer and
employer-sponsored defined benefit pension plans as required by
legislation, regulation or other applicable U.S. or foreign law or
resulting from a U.S. mass withdrawal event; bad debt write-offs;
loss of or failure to obtain necessary permits and registrations;
continued or escalated conflict in the Middle East, North
Korea, Ukraine or
elsewhere; uncertainty regarding the likely exit of the U.K. from
the European Union; and/or unfavorable export or import markets.
These factors, coupled with volatile prices for natural gas and
diesel fuel, climate conditions, currency exchange fluctuations,
general performance of the U.S. and global economies, disturbances
in world financial, credit, commodities and stock markets, and any
decline in consumer confidence and discretionary spending,
including the inability of consumers and companies to obtain credit
due to lack of liquidity in the financial markets, among others,
could negatively impact the Company's results of operations. Among
other things, future profitability may be affected by the Company's
ability to grow its business, which faces competition from
companies that may have substantially greater resources than the
Company. Other risks and uncertainties regarding the Company, its
business and the industries in which it operates are referenced
from time to time in the Company's filings with the Securities and
Exchange Commission. The Company is under no obligation to (and
expressly disclaims any such obligation to) update or alter its
forward-looking statements whether as a result of changes in
circumstances, new events or otherwise.
For More Information, contact:
Melissa A. Gaither, VP IR and
Global Communications
Email: mgaither@darlingii.com
251 O'Connor Ridge Blvd., Suite 300, Irving, Texas 75038
Phone: 972‑717‑0300