#United States #Senior Notes #Irving #Commercial Metals #Foley Products

Commercial Metals Company Closes $2 Billion Senior Notes Offering

On November 26, 2025, Commercial Metals Company (NYSE: CMC), a leading provider of innovative steel solutions, announced the closure of its previously reported offering worth $2 billion in senior notes. This substantial offering features two tranches: $1 billion of 5.75% Senior Notes due in 2033 and another $1 billion of 6.00% Senior Notes due in 2035. These offerings are exempt from the registration requirements stipulated by the Securities Act of 1933, marking a strategic move for the company amidst a dynamic market.

Details of the Offering

The senior notes represent senior unsecured obligations that maintain equal standing with all existing and future senior unsecured debts of CMC. The company anticipates that the funds generated will primarily cater to the financial requisites for acquiring all issued and outstanding equity securities of entities owning Foley Products Company, LLC. Beyond this acquisition, the net proceeds will also support transaction-related costs and general corporate endeavors.

Upon closing, the gross proceeds from these notes were allocated to an escrow account, pending the successful completion of the Foley acquisition. However, in the event that this acquisition does not finalize by October 15, 2026, or if the securities purchase agreement is terminated before this date, CMC is mandated to redeem all outstanding notes at their initial issue price, plus accrued interest, effectively safeguarding the interests of its investors.

Investment Considerations and Regulations

The notes were exclusively offered to individuals believed to be qualified institutional buyers, in compliance with Rule 144A under the Securities Act, alongside non-U.S. persons outside the United States in alignment with Regulation S. Notably, the notes are not registered under the Securities Act or any other jurisdiction's securities laws and cannot be sold in the United States without adhering to registration requirements or applicable exemptions.

A Vision for the Future

Commercial Metals Company prides itself on being an innovative solution provider dedicated to building a durable, secure, and sustainable future. With a robust manufacturing network strategically located across the United States and Central Europe, CMC plays a pivotal role in delivering products and technologies essential for the global construction sector. Its offerings align with the reinforcement needs across various applications, including infrastructure development, industrial projects, energy transmission, and residential construction.

The outlook remains cautiously optimistic as CMC continues to navigate through a highly cyclical steel industry. With ongoing investment in acquisitions, including the anticipated Foley acquisition, the company aims to bolster its competitive edge while navigating challenges like fluctuating commodity prices, geopolitical conditions, and regulatory compliance.

Moreover, CMC's management warns that forward-looking statements made in this release carry inherent risks and uncertainties. While management's expectations are grounded in experience and market insights, actual results could vary significantly due to economic fluctuations and other influencing factors. Readers and stakeholders are advised to approach these projections with measured optimism.

Conclusion

The closing of this $2 billion senior notes offering positions Commercial Metals Company favorably to enhance its portfolio through strategic acquisitions while maintaining a strong balance sheet. As CMC forges ahead, its commitment to innovation and sustainability in the steel industry remains unwavering, promising to contribute significantly to the construction landscape for years to come.