Chemtrade reminds of purchase offers for debentures

Executive Summary

• Chemtrade Logistics Income Fund is reminding holders of its convertible unsecured subordinated debentures regarding the expiration of substantial issuer bids for its 2027 and 2028 debentures.
• The 2027 debentures are subject to a mandatory redemption on November 4, 2025, at par value ($1,011.13 per $1,000 principal) if not tendered into the prior offer.
• The 2028 debentures offer holders a choice between a cash tender offer or an exchange into new non-convertible debentures, with specific minimum tender conditions applying to the exchange option.

Key Details

• Expiration Time: Both the 2027 and 2028 issuer bids expire at 5:00 p.m. Eastern Time on November 3, 2025.
• 2027 Debentures (6.25% Convertible Unsecured Subordinated Debentures Due Aug. 31, 2027):
  • Issuer Bid Price: $1,340 in cash per $1,000 principal amount, plus accrued and unpaid interest.
  • Mandatory Redemption: Any 2027 debentures not tendered or purchased will be mandatorily redeemed on November 4, 2025.
  • Redemption Price: Approximately $1,011.1301370 per $1,000 principal amount (par value), plus accrued and unpaid interest to but excluding the mandatory redemption date.
  • Condition: The issuer bid is not conditional upon a minimum number of debentures tendered.
• 2028 Debentures (7.00% Convertible Unsecured Subordinated Debentures Due June 30, 2028):
  • Cash Election: Holders may elect to receive $1,200 in cash per $1,000 principal amount, plus accrued and unpaid interest.
  • Debenture Election (Exchange): Holders may elect to receive:
    • $1,000 principal amount of new 7.00% unsecured subordinated debentures due June 30, 2028;
    • $200 in cash;
    • Plus accrued and unpaid interest.
  • New Debenture Terms: The new debentures are substantially similar to the 2028 debentures but are not convertible into trust units and are not redeemable prior to maturity except upon a change of control.
  • Minimum Tender Condition: The debenture election is conditional on at least $30 million in principal amount of 2028 debentures being validly tendered under the debenture election and not withdrawn.
  • Subelection Option: If the minimum tender condition is not met, holders who elected the debenture election may subelect to receive the cash election or have their debentures returned.
  • Listing Approval: The exchange is also conditional on the Toronto Stock Exchange not withdrawing its conditional approval for the listing of the new debentures.
• Contact Information: Questions regarding tendering should be directed to Carson Proxy Advisors at 1-800-530-5189 or [email protected].