MADISON, N.C., May 17 /PRNewswire/ -- Remington Arms Company, Inc. (the
"Company") today announced that in connection with the consent solicitation
that it commenced on May 1, 2007 (as amended, the "Consent Solicitation")
relating to the $200,000,000 principal amount of its 10 1/2% Senior Notes
due 2011 (CUSIP No. 759576AE1) (the "Notes"), the Company has received the
required percentage of consents necessary to amend the indenture governing
the Notes. As of 5:00 p.m., New York City time, on May 17, 2007, the
Company had received consents from holders of Notes representing a majority
of the principal amount of outstanding Notes, excluding Notes owned by the
Company or its affiliates.
If all conditions to the Consent Solicitation are satisfied, holders of
Notes who validly delivered, and did not validly revoke, their consents by
5:00 p.m., New York City time, on May 17, 2007 are entitled to an early
consent fee equal to $7.50 per $1,000 principal amount of Notes in respect
of which consents were validly delivered and not revoked. If all conditions
to the Consent Solicitation are satisfied, holders of Notes who validly
deliver their consents after 5:00 p.m., New York City time, on May 17, 2007
but on or prior to 5:00 p.m., New York City time, on May 21, 2007 are
entitled to a late consent fee equal to $2.50 per $1,000 principal amount
of Notes in respect of which consents are validly delivered. Payment of
applicable consent fees will be made promptly after each of the conditions
set forth in the Consent Solicitation is satisfied or waived, including the
condition that the closing of the acquisition of the Company's sole
stockholder, RACI Holding, Inc., by American Heritage Arms, LLC, an
affiliate of Cerberus Capital Management, L.P., shall have occurred (such
transaction, the "Transaction"). The Company will not be required to pay
any consent fees unless such conditions are satisfied or waived.
Today the Company, RA Brands, L.L.C. and U.S. Bank National Association
executed a Supplemental Indenture that gives effect to the amendments
described in the Consent Solicitation Statement, dated May 1, 2007 (the
"Consent Solicitation Statement"), as supplemented by the Supplement, dated
May 16, 2007 (the "Supplement"). These amendments, which will amend the
existing indenture governing the Notes, will become operative after each of
the conditions set forth in the Consent Solicitation (including the closing
of the Transaction) is satisfied or waived.
Credit Suisse Securities (USA) LLC is serving as the exclusive
Solicitation Agent for the Consent Solicitation. The Information Agent is
D.F. King & Co., Inc. Any questions or requests for assistance or
additional copies of documents, including the Consent Solicitation
Statement and the Supplement, may be directed to the Information Agent toll
free at (800) 431- 9633 (banks and brokers call collect at (212) 269-5550).
The Consent Solicitation Statement and the Supplement have also been
furnished by the Company to the Securities and Exchange Commission (the
"SEC") as exhibits to a Form 8-K, dated May 16, 2007, which is available on
the SEC website, http://www.sec.gov.
This news release does not constitute an offering of Notes or any other
security of the Company or any solicitation to purchase or sell any
securities, or a solicitation of consents with respect to any securities,
including, without limitation, the Notes. The Consent Solicitation is being
made only by means of the Consent Solicitation Statement, as amended by the
Supplement.
About Remington Arms Company, Inc.
Remington Arms Company, Inc., headquartered in Madison, N.C., designs,
produces and sells sporting goods products for the hunting and shooting
sports markets, as well as solutions to the military, government and law
enforcement markets. Founded in 1816 in upstate New York, the Company is
one of the nation's oldest continuously operating manufacturers. The
Company is the only U.S. manufacturer of both firearms and ammunition
products and one of the largest domestic producers of shotguns and rifles.
The Company distributes its products throughout the U.S. and in over 55
foreign countries. More information about the Company can be found at
http://www.remington.com.
Forward-Looking Statements
This press release may include "forward-looking statements" within the
meaning of federal securities laws. Forward-looking statements give the
Company's current expectations or forecasts of future events. These
forward- looking statements include expectations regarding (i) the terms
and conditions of the Consent Solicitation, (ii) the timing of the Consent
Solicitation and (iii) the Transaction. The Company cautions that these
statements are qualified by important factors that could cause actual
results to differ materially from those reflected by such forward-looking
statements. Such factors include the demand for the Company's products, the
Company's growth opportunities, and other risks detailed from time to time
in the Company's reports filed with the SEC, including its Annual Report on
Form 10-K for the fiscal year ended December 31, 2006.
The Company assumes no obligation to update publicly such
forward-looking statements, whether as a result of new information, future
events or otherwise.
SOURCE Remington Arms Company, Inc.
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Related links: http://www.remington.com
CONTACT: Kim Brown of Remington Arms Company, Inc., +1-336-548-8512, or kim.brown@remington.com
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