Centrus Energy Corp. (NYSE American: LEU) today announced that the Company is commencing today a tender offer to purchase up to $60 million of its Series B Senior Preferred Stock, par value $1.00 per share, at a price per Series B Preferred Share of $954.59, less any applicable withholding taxes. The aggregate liquidation preference per Series B Preferred Share was $1,272.78 as of September 30, 2020. The tender offer will expire at 5:00 p.m., Eastern Standard Time, at the end of Tuesday, November 17, 2020, unless the offer is extended. Tenders of Series B Preferred Shares must be made prior to the expiration of the tender offer and may be withdrawn at any time prior to the expiration time, in each case, in accordance with the procedures described in the tender offer materials. The Company intends to pay for the shares repurchased in the tender offer with available cash.
If more than $60 million of its Series B Preferred Shares are properly tendered and not properly withdrawn, Centrus will purchase shares tendered on a pro rata basis. Stockholders whose Series B Preferred Shares are purchased in the tender offer will be paid $954.59 in cash, less any applicable withholding taxes, for each share (inclusive of any rights to accrued but unpaid dividends) after the expiration of the tender offer. As of September 30, 2020, there were 104,574 Series B Preferred Shares outstanding, with an aggregate liquidation preference of approximately $133.1 million or approximately $1,272.78 per share, consisting of (i) approximately $104.6 million original liquidation preference and (ii) approximately $28.5 million of cumulative accrued unpaid dividends.
While the Centrus's Board of Directors has authorized the Centrus to make the tender offer, neither Centrus, its board of directors, the depository, nor the information agent makes any recommendation as to whether to tender or refrain from tendering Series B Preferred Shares. Centrus has not authorized any person to make any such recommendation. Stockholders must make their own decision as to whether to tender their Series B Preferred Shares and, if so, how many Series B Preferred Shares to tender. In doing so, stockholders should consult their own financial and tax advisors and read carefully and evaluate the information in the tender offer documents, when available.
Additional Information Regarding the Tender Offer
This communication is for informational purposes only. This communication is not a recommendation to buy or sell Centrus Series B Preferred Shares or any other securities, and it is neither an offer to purchase nor a solicitation of an offer to sell Centrus Series B Preferred Shares or any other securities. Centrus has filed a tender offer statement on Schedule TO, including an offer to purchase, letter of transmittal and related materials, with the United States Securities and Exchange Commission (the "SEC"). The Offer is only made pursuant to the offer to purchase, letter of transmittal and related materials filed as a part of the Schedule TO. Stockholders should read carefully the offer to purchase, letter of transmittal and related materials because they contain important information, including the various terms of, and conditions to, the Offer. Stockholders may obtain a free copy of the tender offer statement on Schedule TO, the offer to purchase, letter of transmittal and other documents that Centrus has filed with the SEC at the SEC's website at www.sec.gov or from Centrus' website at www.centrusenergy.com or from the information agent for the tender offer.
About Centrus
Centrus is a trusted supplier of nuclear fuel and services for the nuclear power industry. Centrus provides value to its utility customers through the reliability and diversity of its supply sources – helping them meet the growing need for clean, affordable, carbon-free electricity. Since 1998, the Company has provided its utility customers with more than 1,750 reactor years of fuel, which is equivalent to 7 billion tons of coal.
With world-class technical capabilities, Centrus offers turnkey engineering and advanced manufacturing solutions to its customers. The Company is also advancing the next generation of centrifuge technologies so that America can restore its domestic uranium enrichment capability in the future. Find out more at www.centrusenergy.com.
