On May 15, 2025, Commercial Metal Company entered into a Loan Agreement dated as of May 1, 2025 with the West Virginia Economic Development Authority (the ? Issuer?) whereby the Issuer loaned $150.0 million in proceeds from the sale of Solid Waste Disposal Facilities Revenue Bonds (Commercial Metals Company Project), Series 2025 in the aggregate principal amount of $150.0 million (the ? Bonds?) to the Company to finance a portion of the costs of the construction of solid waste disposal facilities located in Berkeley County, West Virginia.
Under the Loan Agreement, the Company will make semiannual interest payments on the outstanding principal of the Bonds on April 15 and October 15 of each year, with the first such interest payment due on October 15, 2025. The principal of the Bonds will be due at maturity on April 15, 2055. Prior to May 15, 2030 (the ?First Premium Call Date?), the Bonds may be redeemed in whole or in part at the election of the Company at a redemption price equal to 100% of the principal amount thereof, plus a make-whole premium as of, and accrued and unpaid interest thereon to, if any, the relevant redemption date.
In addition, on or after the First Premium Call Date, the Bonds may be redeemed in whole or in part at the election of the Company at the redemption prices (expressed as a percentage of the principal amount thereof) shown below, plus accrued and unpaid interest to the relevant redemption date. In addition, the Bonds are subject to mandatory tender for purchase on May 15, 2032, at a purchase price equal to 100% of the principal amount thereof, plus interest to the purchase date, and the Bonds are subject to mandatory tender for purchase on any conversion date selected by the Company, on or after the First Premium Call Date, at a purchase price equal to the then applicable redemption price, plus accrued interest to the purchase date. The Bonds are the special limited obligations of the Issuer, and the Issuer has assigned substantially all of its rights under the Loan Agreement to the trustee for the bondholders as security for the Bonds.
CMC?s obligations under the Loan Agreement are senior unsecured obligations.
