Westlake Corporation Announces Results of Cash Tender Offer for 3.600% Senior Notes Due 2026
Westlake Corporation (NYSE: WLK) (“Westlake” or the “Company”) today announced the expiration and final results of its previously announced cash tender offer to purchase any and all of its outstanding 3.600% Senior Notes due 2026 (the “Notes”). The tender offer (the “Offer”) was made in accordance with the terms and subject to the conditions set forth in the Offer to Purchase, dated November 4, 2025, and the related Notice of Guaranteed Delivery (collectively, the “Offer Documents”).
Unless otherwise defined herein, capitalized terms used in this announcement have the meanings assigned to them in the Offer to Purchase.
Expiration and Settlement Details
The tender offer expired at 5:00 p.m., New York City time, on November 10, 2025 (the “Expiration Date”). The Settlement Date for Notes validly tendered and not validly withdrawn prior to the Expiration Date is expected to occur on or about November 12, 2025.
According to information provided by Global Bondholder Services Corporation, the tender and information agent for the Offer, a total of approximately $253,730,000 aggregate principal amount of the Notes were validly tendered (other than those tendered through the guaranteed delivery procedures) prior to or at the Expiration Date and not validly withdrawn.
In addition, approximately $10,733,000 aggregate principal amount of the Notes were reflected in Notices of Guaranteed Delivery received by the Expiration Date and remain subject to completion of the delivery requirements under the Guaranteed Delivery Procedures described in the Offer to Purchase.
Westlake intends to accept for purchase $253,730,000 aggregate principal amount of the Notes validly tendered and not validly withdrawn prior to the Expiration Date, excluding Notes tendered pursuant to the Guaranteed Delivery Procedures.
Details of the Notes and Participatio
| Series of Notes | CUSIP Numbers (1) | Aggregate Principal Amount Outstanding | Aggregate Principal Amount Tendered(2) | Principal Amount Reflected in Guaranteed Delivery Notices |
|---|---|---|---|---|
| 3.600% Senior Notes due 2026 | 960413AT9 (Registered); 960413AH5 (Rule 144A); U96060AC9 (Reg. S) | $750,000,000 | $253,730,000 | $10,733,000 |
(1) CUSIP numbers are provided for the convenience of holders only. No representation is made as to their correctness or accuracy.
(2) Excludes Notes subject to the Guaranteed Delivery Procedures, which remain pending completion of those requirements.
Guaranteed Delivery Procedures
Holders who properly delivered Notices of Guaranteed Delivery prior to the Expiration Date must comply with the related Guaranteed Delivery Procedures in order to validly tender their Notes. Notes tendered through the Guaranteed Delivery Procedures must be delivered to the depositary at or before 5:00 p.m., New York City time, on November 13, 2025 (the “Guaranteed Delivery Date”).
Holders who validly tendered their Notes (and did not withdraw them) prior to the Expiration Date will receive $996.32 in cash per $1,000 principal amount of Notes accepted for purchase (the “Consideration”), payable on the Settlement Date. Holders who tendered Notes under the Guaranteed Delivery Procedures and meet all required delivery conditions will receive the same Consideration, with payment expected to occur on or about November 14, 2025.
In addition to the Consideration, all holders whose Notes are accepted for purchase—including those delivered through the Guaranteed Delivery Procedures—will receive a cash payment for accrued and unpaid interest on such Notes from the last interest payment date up to, but not including, the Settlement Date. After the Settlement Date, interest will cease to accrue on all purchased Notes.
Dealer Managers and Information Agent
Westlake retained J.P. Morgan Securities LLC and Wells Fargo Securities, LLC to act as dealer managers for the tender offer. Global Bondholder Services Corporation served as the depositary and information agent.
Holders seeking information regarding the Offer should contact:
- J.P. Morgan Securities LLC: +1 (866) 834-4666 (toll-free) or +1 (212) 834-7489 (collect)
- Wells Fargo Securities, LLC: +1 (866) 309-6316 (toll-free) or +1 (704) 410-4759 (collect)
Requests for documentation or assistance in tendering Notes may be directed to:
- Global Bondholder Services Corporation
Banks and brokers: (212) 430-3774
All others (toll-free): (855) 654-2015
Email: contact@gbsc-usa.com
Copies of the Offer to Purchase and Notice of Guaranteed Delivery are available online at https://www.gbsc-usa.com/westlake.
Cautionary Statement Regarding the Tender Offer
This press release is for informational purposes only and does not constitute an offer to purchase or a solicitation of an offer to sell any securities. The Offer was made only pursuant to the terms and conditions described in the Offer to Purchase and the related Notice of Guaranteed Delivery.
The Offer was not made to, and tenders of Notes were not accepted from or on behalf of, holders in any jurisdiction where making or accepting such an offer or solicitation would be unlawful under applicable securities or “blue sky” laws.
None of Westlake, the dealer managers, the depositary and information agent, or the trustee, nor any of their respective affiliates, directors, officers, or employees, makes any recommendation to holders of the Notes as to whether they should tender or refrain from tendering their Notes pursuant to the Offer. Holders must make their own decisions based on their investment objectives, risk tolerance, and independent financial and legal advice.
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