CHS announces filing of Registration Statement for issuance of shares of Class B Cumulative Redeemable Preferred Stock, Series 1 for patrons' equity redemption
ST. PAUL, Minn., July 10, 2014 /PRNewswire/ -- CHS Inc. (NASDAQ: CHSCP, CHSCO, CHSCN) announced today it has filed a registration statement on Form S-1 with the Securities and Exchange Commission ("Commission") to register the issuance of up to 8,000,000 shares of the company's Class B Cumulative Redeemable Preferred Stock, Series 1 (the "Class B Series 1 Preferred Stock") which will be used to redeem $200 million of its patrons' equities.
The Registration Statement has been filed with the Commission but has not yet become effective. These securities may not be issued prior to the time the registration statement becomes effective. The company intends to issue 70 percent of the Class B Series 1 Preferred Stock to non-individual patrons and 30 percent of the Class B Series 1 Preferred Stock to individual patrons. In each case, Class B Series 1 Preferred Stock will be issued only to active patrons who hold qualified capital equity certificates in an amount equal to or greater than $5,000. Active patrons are non-individual patrons who have done business with CHS in the past five fiscal years and individual patrons who have done at least $20,000 of business with CHS in fiscal years 2012 and 2013 combined.
CHS President and Chief Executive Officer Carl Casale said the filing is intended to reward designated active CHS patrons for their long-term business and loyalty through the distribution of previously earned equity in the company and is consistent with the long-term CHS strategic goal of maintaining a strong balance sheet, returning appropriate amounts of cash to its patrons and investing in the future of its energy, grains and foods businesses.
There will be no cash proceeds from the issuance of the Class B Series 1 Preferred Stock. However, by issuing shares of Class B Series 1 Preferred Stock in redemption of patrons' equities, CHS will make available for business purposes cash that otherwise would be used to redeem those patrons' equities.
Holders of the Class B Series 1 Preferred Stock are entitled to receive cash dividends at the rate of $1.96875 per share per year. The Class B Series 1 Preferred Stock is subject to redemption and has the preferences described in the prospectus included in the registration statement. The prospectus may be obtained on the Commission's website at www.sec.gov. The Class B Series 1 Preferred Stock is not convertible into other CHS securities and is non-voting except in certain limited circumstances.
The Class B Series 1 Preferred Stock is traded on the NASDAQ Global Select Market under the trading symbol "CHSCO." On July 9, 2014, the closing price of the Class B Series 1 Preferred Stock was $29.50 per share.
CHS Inc. (www.chsinc.com) is a leading global agribusiness owned by farmers, ranchers and cooperatives across the United States. Diversified in energy, grains and foods, CHS is committed to helping its customers, farmer-owners and other stakeholders grow their businesses through its domestic and global operations. CHS, a Fortune 100 company, supplies energy, crop nutrients, grain marketing services, animal feed, food and food ingredients, along with business solutions including insurance, financial and risk management services. The company operates petroleum refineries/pipelines and manufactures, markets and distributes Cenex® brand refined fuels, lubricants, propane and renewable energy products.
This document contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995 that are based on management's current expectations and assumptions. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from the potential results discussed in the forward-looking statements. The company undertakes no obligations to publicly revise any forward-looking statements to reflect future events or circumstances. For a discussion of additional factors that may materially affect management's estimates and predictions, please view the CHS Inc. annual report filed on Form 10-K for the year ended Aug. 31, 2013, which can be found on the Securities and Exchange Commission web site (www.sec.gov) or on the CHS web site www.chsinc.com.
SOURCE CHS Inc.