Compass Minerals in $650 Million Offering and Amendment to Existing Credit Agreement

June 23, 2025

Cleary Gottlieb represented Compass Minerals International Inc. (Compass), in its Rule 144A/Reg S offering of $650 million of its 8% senior notes due 2030 and in an amendment to its $325 million revolving loan and $200 million term loan credit facility.

Pursuant to the transactions, Compass applied the proceeds of the notes offering to repay all outstanding amounts under its senior secured credit facility and redeem $350 million of its outstanding 6.75% senior notes due 2027.

The credit agreement amendment prepaid all outstanding term loans, removed automatic periodic step-downs in the aggregate revolving commitments, permitted the issuance of notes, provided greater basket utilization flexibility, and modified the financial maintenance covenants.

J.P. Morgan, PNC Capital Markets LLC, Wells Fargo Securities, ING, Rabo Securities, Scotiabank, and Morgan Stanley served as joint bookrunning managers for the offering. The offering priced on June 3, 2025, and closed on June 16, 2025, concurrently with the closing of the refinancing transaction.

For more information, please see the press release.