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8-K - ShengdaTech, Inc. | v205072_8k.htm |
Exhibit
99.1
SHANGHAI,
Dec. 9, 2010 /PRNewswire-Asia-FirstCall/ -- ShengdaTech, Inc. ("ShengdaTech" or
the "Company") (Nasdaq:SDTH), a leading
manufacturer of nano-precipitated calcium carbonate ("NPCC") in China,
today announced that it intends, subject to market and other conditions, to
offer an aggregate of $90.0 million of senior convertible notes due 2015 (the
"Notes") in a private offering. The Company also intends to grant the initial
purchasers an option to purchase an additional $30.0 million of Notes. The Notes
will be issued at 100% of the principal amount. The Notes will be convertible
into shares of ShengdaTech's common stock at terms and a conversion price to be
determined at the time of pricing of the offering.
ShengdaTech
currently intends to use at least $62.0 million of the net proceeds from the
offering to repurchase a portion of the Company's existing convertible notes due
2018. The Company plans to use the remaining net proceeds to finance its NPCC
production capacity expansion, the Company's research and development
activities, and other working capital requirements.
The Notes
and ShengdaTech's shares of common stock issuable upon conversion of the Notes
have not been and will not be registered under the Securities Act of 1933 as
amended (the "Securities Act") or any state securities laws and may not be
offered or sold in the United States or to any U.S. persons absent registration
under the Securities Act, or pursuant to an applicable exemptions from, or in a
transaction not subject to, the registration requirements of the Securities Act.
The Notes will only be offered to "qualified institutional buyers" under Rule
144A of the Securities Act.
This
press release does not constitute an offer to sell or the solicitation of an
offer to buy the Notes or any shares of common stock issuable upon the
conversion of the Notes and shall not constitute an offer, solicitation or sale
in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Any offers of the Notes will be made only by means of a private offering
memorandum.
About
ShengdaTech, Inc.
ShengdaTech
is engaged in the business of manufacturing, marketing, and selling
nano-precipitated calcium carbonate ("NPCC") products. The Company converts
limestone into NPCC using its proprietary and patent-protected technology. NPCC
products are increasingly used in tires, paper, paints, building materials, and
other chemical products. In addition to its broad customer base in China, the Company
currently exports to Singapore, Thailand, South Korea, Malaysia, India and
Latvia. For more information, contact CCG Investor Relations directly or go to
ShengdaTech's website at http://www.shengdatechinc.com.
Safe
Harbor Statement
Certain
statements in this press release, constitute forward-looking statements for
purposes of the safe harbor provisions under The Private Securities Litigation
Reform Act of 1995. These statements include, without limitation, statements
regarding the Company's proposed senior convertible notes offering and use of
proceeds. We have based these forward-looking statements largely on our current
expectations and projections about future events and financial trends but they
involve risks and uncertainties that could cause actual results to differ
materially from those in the forward-looking statements. You are cautioned not
to place undue reliance on such forward-looking statements, which are
qualified in their entirety by this cautionary statement. The forward-looking
statements made herein speak only as of the date of this press release and the
Company undertakes no duty to update any forward-looking statement to conform
the statement to actual results or changes in the company's
expectations.
Contact:
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Anhui
Guo, Chief Operating Officer
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ShengdaTech,
Inc.
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gah@shengdatech.com
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www.shengdatechinc.com
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CCG
Investor Relations
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Crocker
Coulson, President
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Tel:
+1-646-213-1915 (NY office)
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Email: crocker.coulson@ccgir.com
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www.ccgirasia.com
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Elaine
Ketchmere, Partner
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Tel:
+1-310-954-1345 (LA office)
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Email: elaine.ketchmere@ccgir.com
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