CHEMTRADE LOGISTICS INCOME FUND ANNOUNCES RESULTS OF ITS SUBSTANTIAL ISSUER BIDS FOR THE 6.25% CONVERTIBLE UNSECURED SUBORDINATED DEBENTURES DUE AUGUST 31, 2027 AND 7.00% CONVERTIBLE UNSECURED SUBORDINATED DEBENTURES DUE JUNE 30, 2028

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TORONTO, Nov. 4, 2025 /CNW/ - Chemtrade Logistics Income Fund (TSX: CHE.UN) ("Chemtrade" or the "Fund") today announced the results of its previously announced offers to purchase for cancellation: (i) up to all of the issued and outstanding 6.25% Convertible Unsecured Subordinated Debentures due August 31, 2027 (CUSIP No. 16387PAL7) (the "2027 Debentures" and such offer, the "2027 Offer") and (ii) up to all of the issued and outstanding 7.00% Convertible Unsecured Subordinated Debentures due June 30, 2028 (CUSIP No. 16387PAM5) (the "2028 Debentures" and such offer, the "2028 Offer").

The 2027 Offer and 2028 Offer (collectively, the "Offers") each expired in accordance with their respective terms at 5:00 p.m. Eastern time on November 3, 2025. Based on the final count by Computershare Investor Services Inc., the depositary for the Offers (the "Depositary"), a total of $85,628,000 aggregate principal amount of 2027 Debentures were properly tendered to the 2027 Offer and not withdrawn, and a total of $82,458,000 aggregate principal amount of 2028 Debentures were properly tendered to the 2028 Offer and not withdrawn.

Rohit Bhardwaj, Chief Financial Officer of Chemtrade, commented, "We are pleased with the outcome of the SIBs and the significant reduction in outstanding convertible debentures. In addition to supporting our unit price, these transactions are another successful step in the optimization of our capital structure with the added benefit of substantially reducing a source of potential equity dilution. Together with the senior unsecured notes issued in 2024 and earlier this year, this initiative reflects the continued strengthening and maturing of Chemtrade's balance sheet, leading to a reduction in our cost of capital."

"As a result of these initiatives, we have reduced our convertible debentures outstanding by approximately 90% with approximately $28 million of 2028 maturing convertible debentures outstanding", concluded Mr. Bhardwaj.

Summary of the 2027 Offer Take Up and Redemption of 2027 Debentures

In accordance with the terms and conditions of the 2027 Offer, the Fund will be taking up $85,628,000 aggregate principal amount of 2027 Debentures for total consideration of $115,694,571.37, representing a purchase price of $1,340 per $1,000 principal amount of 2027 Debentures, plus all accrued and unpaid interest thereon to but excluding the payment date of November 4, 2025 (the "Payment Date"). The principal amount of 2027 Debentures purchased pursuant to the 2027 Offer represents approximately 94.61% of the outstanding aggregate principal amount of 2027 Debentures as of the date hereof and, after giving effect to the purchase of such 2027 Debentures for cancellation, approximately $4,874,000 aggregate principal amount of 2027 Debentures will remain outstanding.

As previously announced, the Fund will redeem today the remaining 2027 Debentures not tendered or purchased by the Fund pursuant to the 2027 Offer in accordance with the terms of the trust indenture, as amended and supplemented by supplemental indentures thereto pursuant to which they were issued. $4,874,000 aggregate principal amount of 2027 Debentures will be redeemed today for a total redemption price of $4,928,248.29. As a result of the redemption, holders of the 2027 Debentures will receive approximately $1,011.1301370 for each $1,000 principal amount of 2027 Debentures redeemed, representing their par value, plus all accrued and unpaid interest thereon to but excluding today's date.

Summary of the 2028 Offer Take Up

As mentioned above, $82,458,000 aggregate principal amount of 2028 Debentures were properly tendered to the 2028 Offer and not withdrawn. Of such 2028 Debentures, $8,541,000 aggregate principal amount were tendered to the 2028 Cash Election (as defined below), and $73,917,000 aggregate principal amount were tendered to the 2028 Debenture Election (as defined below).

The conditions for acceptance by the Fund of 2028 Debentures tendered under the 2028 Debenture Election included that (i) at least $30,000,000 of the principal amount of the 2028 Debentures shall have been validly tendered to the 2028 Offer under the 2028 Debenture Election and not withdrawn; and (ii) the Toronto Stock Exchange ("TSX") shall not have withdrawn its conditional approval for the listing of the New Debentures (as defined below) on the TSX (together, the "Minimum Debenture Tender Condition"). Accordingly, the Minimum Debenture Tender Condition has been met, and New Debentures will be issued under the 2028 Offer.

In accordance with the terms and conditions of the 2028 Offer, the Fund will be taking up:

	(i)		pursuant to a cash election (the "2028Cash Election"), $8,541,000 aggregate principal amount of 2028 Debentures for total consideration of $10,457,226.00 in cash, representing a purchase price to be paid on the basis of $1,200 in cash per $1,000 principal amount of 2028 Debentures, plus a cash payment in respect of all accrued and unpaid interest on such 2028 Debentures up to, but excluding, the Payment Date; and
	(ii)		pursuant to a debenture election (the "2028 Debenture Election"), $73,917,000 aggregate principal amount of 2028 Debentures for total consideration of $73,917,000 aggregate principal amount of New Debentures and $16,583,734.60 in cash, representing a purchase price to be paid on the basis of $1,000 principal amount of 7.00% Unsecured Subordinated Debentures due June 30, 2028 (the "New Debentures"), plus $200 in cash, per $1,000 principal amount of 2028 Debentures, plus all accrued and unpaid interest on such 2028 Debentures up to, but excluding, the Payment Date.

The New Debentures are expected to be listed and will begin trading on the TSX under the ticker "CHE.DB.I" on or about November 6, 2025.

The principal amount of 2028 Debentures purchased pursuant to the 2028 Offer represents approximately 74.96% of the outstanding aggregate principal amount of 2028 Debentures as of the date hereof and, after giving effect to the purchase of such 2028 Debentures for cancellation, approximately $27,542,000 aggregate principal amount of 2028 Debentures will remain outstanding.

The Fund will make payment for the 2027 Debentures and 2028 Debentures tendered and accepted for purchase by tendering the applicable aggregate consideration to the Depositary in accordance with the Offers and applicable laws, and payment to the debentureholders will be effected by the Depositary as soon as practicable. Any 2027 Debentures or 2028 Debentures invalidly tendered or tendered and not purchased will be returned to the tendering debentureholder promptly by the Depositary.

This news release shall not constitute an offer to sell, a solicitation of an offer to buy in the United States of America, or a solicitation of deposits from any person in any jurisdiction (including any state within the United States of America) in which such offer or solicitation is unlawful. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the United States Securities Act of 1933, as amended, and applicable state securities laws. The solicitation and the offer to buy 2027 Debentures or 2028 Debentures will only be made pursuant to the offer to purchase and accompanying issuer bid circular dated September 22, 2025 relating to each Offer, as well as the related letter of transmittal.

About Chemtrade

Chemtrade operates a diversified business providing industrial chemicals and services to customers across North America and around the world. Chemtrade is one of North America's largest suppliers of sulphuric acid, spent acid processing services, inorganic coagulants for water treatment, sodium chlorate, sodium nitrite and sodium hydrosulphite. Chemtrade is also a leading producer of high purity sulphuric acid for the semiconductor industry in North America. Chemtrade is a leading regional supplier of sulphur, chlor-alkali products, and zinc oxide. Additionally, Chemtrade provides industrial services such as processing by-products and waste streams.

Caution Regarding Forward-Looking Statements 

Certain statements contained in this news release constitute forward-looking statements within the meaning of certain securities laws, including the Securities Act (Ontario). Forward-looking statements can be generally identified by the use of words such as "anticipate", "continue", "estimate", "expect", "expected", "intend", "may", "will", "project", "plan", "should", "believe" and similar expressions. Specifically, forward-looking statements in this news release include statements relating to the expected timing for the take up and payment for the 2027 Debentures and the 2028 Debentures; the expected listing and posting for trading of the New Debentures on the TSX and the ability of Chemtrade to complete the transactions described herein.

Forward-looking statements in this news release describe the expectations of the Fund and its subsidiaries as of the date hereof. These statements are based on assumptions and involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements for a variety of reasons, including without limitation the risks and uncertainties detailed under the "Risk Factors" section of the Fund's latest Annual Information Form and the "Risks and Uncertainties" section of the Fund's most recent Management's Discussion & Analysis.

Although the Fund believes the expectations reflected in these forward-looking statements and the assumptions upon which they are based are reasonable, no assurance can be given that actual results will be consistent with such forward-looking statements, and they should not be unduly relied upon. With respect to the forward-looking statements contained in this news release, the Fund has made assumptions regarding there being no significant disruptions affecting the operations of the Fund and its subsidiaries.

Except as required by law, the Fund does not undertake to update or revise any forward-looking statements, whether as a result of new information, future events or for any other reason. The forward-looking statements contained herein are expressly qualified in their entirety by this cautionary statement.

Further information can be found in the disclosure documents filed by Chemtrade Logistics Income Fund with the securities regulatory authorities, available at www.sedarplus.ca. 

SOURCE Chemtrade Logistics Income Fund

For further information, please contact: Endri Leno, Vice President, Investor Relations, Email: [email protected]