CHEMTRADE LOGISTICS INCOME FUND PROVIDES REMINDER OF UPCOMING EXPIRATION TIME OF ITS SUBSTANTIAL ISSUER BIDS FOR ITS 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, Oct. 20, 2025 /CNW/ - Chemtrade Logistics Income Fund (TSX: CHE.UN) ("Chemtrade" or the "Fund") today provides a reminder of its previously announced offers to purchase for cancellation: (i) up to all of its 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 its 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") will each expire at 5:00 p.m. Eastern time on November 3, 2025.

Summary of the 2027 Offer and Redemption of 2027 Debentures

Under the 2027 Offer, the Fund is offering to purchase for cancellation all of the 2027 Debentures at a purchase price of $1,340 in cash per $1,000 principal amount of 2027 Debentures (the "2027 Offer Price"). Holders of 2027 Debentures who validly tender and do not withdraw their 2027 Debentures under the 2027 Offer will receive the 2027 Offer Price, plus a cash payment in respect of all accrued and unpaid interest on such 2027 Debentures up to, but excluding, the date they are taken up by the Fund pursuant to the 2027 Offer. The 2027 Offer is not conditional upon a minimum number of 2027 Debentures tendered.

The Fund also previously announced that it will redeem on November 4, 2025 (the "Mandatory Redemption Date"), all of its issued and outstanding 2027 Debentures in accordance with the terms of the trust indenture, as amended and supplemented by supplemental indentures thereto (the "Indenture") pursuant to which they were issued. Any outstanding 2027 Debentures not tendered or purchased by the Fund pursuant to the 2027 Offer will be redeemed in accordance with the terms of the Indenture on the Mandatory Redemption Date. On the Mandatory Redemption Date, holders of the 2027 Debentures will receive approximately $1,011.1301370 for each $1,000 principal amount of 2027 Debentures, representing their par value, plus all accrued and unpaid interest thereon to but excluding the Mandatory Redemption Date.

Summary of the 2028 Offer

Under the 2028 Offer, the Fund is offering to purchase, at the election of the holders of 2028 Debentures, for each $1,000 principal amount of 2028 Debentures validly tendered and not withdrawn:

(a) pursuant to a cash election (the "2028 Cash Election"): (i) $1,200 in cash, plus (ii) a cash payment in respect of all accrued and unpaid interest on such 2028 Debentures up to, but excluding, the date they are taken up and paid for by the Fund pursuant to the 2028 Offer; or

(b) pursuant to a debenture election (the "2028 Debenture Election"), subject to a Minimum Debenture Tender Condition (as defined below) having been met: (i) $1,000 principal amount of 7.00% Unsecured Subordinated Debentures due June 30, 2028 of Chemtrade (the "New Debentures"), plus (ii) $200 in cash, plus (iii) a cash payment in respect of all accrued and unpaid interest on such 2028 Debentures up to, but excluding, the date they are taken up and paid for by the Fund pursuant to the 2028 Offer.

The New Debentures contemplated under the 2028 Debenture Election will have terms substantially similar to the 2028 Debentures, except: (i) for their date of issue; (ii) that the New Debentures will not be convertible into trust units of Chemtrade at the option of the holder; and (iii) the New Debentures will not be redeemable by the Fund prior to their maturity except in the event of the satisfaction of certain conditions after a change of control has occurred.

The conditions for acceptance by the Fund of 2028 Debentures tendered under the 2028 Debenture Election will include 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 on the TSX (together, the "Minimum Debenture Tender Condition"). Debentureholders that tender to the 2028 Offer and elect the 2028 Debenture Election will also be provided a sub-election option to: (i) elect the 2028 Cash Election; or (ii) elect to have their tendered 2028 Debentures returned, in each case, if the Minimum Debenture Tender Condition is not met.

Important Information

The full terms and conditions and other details regarding the 2027 Offer, including instructions for tendering 2027 Debentures to the 2027 Offer and the factors considered by the Board of Trustees in making its decision to approve the 2027 Offer, are described in the Fund's press release dated September 22, 2025 and included in the formal offer to purchase and issuer bid circular and other related documents relating to the 2027 Offer (the "2027 Offer Documents"). The full terms and conditions and other details regarding the 2028 Offer, including instructions for tendering 2028 Debentures to the 2028 Offer and the factors considered by the Board of Trustees in making its decision to approve the 2028 Offer, are described in the Fund's press release dated September 22, 2025 and included in the formal offer to purchase and issuer bid circular and other related documents relating to the 2028 Offer (the "2028 Offer Documents" and collectively with the 2027 Offer Documents, the "Offer Documents"). The Offer Documents have been filed with applicable Canadian Securities Administrators under Chemtrade's profile on SEDAR+ at www.sedarplus.ca and on Chemtrade's website at www.chemtradelogistics.com. Debentureholders should carefully read the Offer Documents relating to the respective Offer prior to making a decision with respect to any Offer.

Debentureholders who hold 2027 Debentures and 2028 Debentures through an intermediary (including a broker, dealer, commercial bank, trust company or other nominee) and wish to tender to the Offers should contact their intermediary as soon as possible to ensure that their 2027 Debentures and 2028 Debentures are tendered with enough advance notice to meet the expiration time.

If you have any questions or require assistance with tendering, please contact our information agent, Carson Proxy Advisors, at 1-800-530-5189 (North American Toll-Free), 416-751-2066 (local or text), or by email at [email protected].

The Board of Trustees has authorized the making of the 2027 Offer and 2028 Offer. However, none of Chemtrade, the Board of Trustees, or any of their respective affiliates, makes any recommendation to any debentureholder as to whether to deposit or refrain from depositing all or a portion of their debentures under any of the Offers or as to which form of consideration to elect. Debentureholders must make their own decisions as to whether to deposit or refrain from depositing their debentures to any of the Offers, and, if tendered, the amount of their debentures to deposit and the form of consideration to elect, as applicable.

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 Documents.

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 Offers and the terms thereof, including the maximum principal amount of 2027 Debentures and 2028 Debentures that Chemtrade may purchase under the Offers; the expiration time of the Offers and the expected timing for the take up and payment for the 2027 Debentures and the 2028 Debentures; the exercise by Chemtrade of its right to redeem any remaining 2027 Debentures not tendered or purchased pursuant to the 2027 Offer, and the timing thereof; the potential issuance of New Debentures pursuant to the 2028 Offer; the expected listing 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]; Carson Proxy Advisors, Email: [email protected], Phone: [phone] (North American Toll-Free)