Plan Overwhelmingly Approved by Holders of Senior Notes and Senior
Subordinated Notes
Debt to be Reduced by $360 Million
Operations to Continue Uninterrupted and Trade Creditors to be Paid in Full
International Operations Not Affected by Filing
ANDERSON, Ind., Oct. 8 /PRNewswire/ -- Remy Worldwide Holdings, Inc.
today announced that in response to the overwhelming support received for
its previously announced prepackaged plan of reorganization from holders of
its 8-5/8% Senior Notes, 9-3/8% Senior Subordinated Notes and 11% Senior
Subordinated Notes, the Company has elected to commence voluntary
proceedings for itself and its domestic subsidiaries under chapter 11 of
the U.S. Bankruptcy Code to seek confirmation of the plan. Specifically, in
excess of 99.9% in dollar amount and 98.1% in number of holders of Senior
Notes and 100% in dollar amount and 100% in number of holders of
Subordinated Notes that voted on the prepackaged plan, voted to approve the
plan.
"Today's action enables us to efficiently restructure our debt and
create a capital structure that will provide a foundation for future
profitability," said John Weber, Remy's Chief Executive Officer. "Over the
last several months, we have worked closely with our stakeholders to
develop and now implement our plan to position Remy to meet the challenges
of our industry."
During the reorganization process, which is expected to conclude within
60 days, Remy will continue normal business operations. The Company
anticipates that it will receive court authority to pay employee wages and
benefits without interruption and continue to pay trade creditors and
suppliers in the ordinary course of business. Remy's international
operations are excluded from the filing and will not be directly affected.
As previously announced, the key elements of the prepackaged plan include:
-- Repayment of the Company's secured creditors in full.
-- Raise $85 million in preferred equity through a backstopped rights
offering to be made to holders of the Company's Senior Notes and
Senior Subordinated Notes.
-- Total debt reduction of $360 million through:
-- Exchange of the Company's $145 million of existing 8-5/8% Senior
Notes for $100 million of New Third-Lien Notes and $45 million in
cash (plus an amount of cash equal to the accrued but unpaid
interest through the filing date (estimated to be $10 million) and
up to $2 million of new preferred stock in respect of postpetition
interest). In addition, these noteholders will receive a $10
million consent fee for agreeing to the overall restructuring.
-- Reduction of the Company's unsecured debt obligations by $315
million by converting the 9-3/8% Senior Subordinated Notes and 11%
Senior Subordinated Notes into 100% of the common equity of the
reorganized company.
-- Cancellation of all of the Company's existing equity interests.
As previously announced, Remy has obtained a binding commitment from
Barclays Capital, the investment banking division of Barclays Bank PLC, to
provide debtor-in-possession (DIP) financing for up to $225 million and up
to $330 million of long-term exit financing.
"This is excellent news for our customers, suppliers and employees
worldwide because it paves the way for a promising future for Remy and its
long-term viability," said Weber. "We are extremely grateful for the
support of all of our constituents and look forward to completing our
financial restructuring in the coming months."
The Company filed its voluntary chapter 11 petitions and plan of
reorganization in the U.S. Bankruptcy Court for the District of Delaware in
Wilmington.
About Remy
Remy International, headquartered in Anderson, Indiana, is a leading
manufacturer, remanufacturer and distributor of Delco Remy brand heavy-duty
systems and Remy brand starters and alternators, locomotive products and
hybrid power technology. The Company also provides a worldwide components
core-exchange service for automobiles, light trucks, medium and heavy-duty
trucks and other heavy-duty, off-road and industrial applications.
Caution Regarding Forward-Looking Statements:
This press announcement contains statements relating to future results
of the Company that are forward-looking statements. Any statements set
forth in this press announcement with regard to its expectations as to
financial results and other aspects of its business may constitute
forward-looking statements. These statements relate to the Company's future
plans, objectives, expectations and intentions and may be identified by
words like "believe," "expect," "may," "will," "should," "seek," or
"anticipate," and similar expressions. The Company cautions readers that
any such forward-looking statements are based on assumptions that the
Company believes are reasonable, but are subject to a wide range of risks
including, but not limited to, risks associated with being a debtor in
possession in a chapter 11 proceeding including the confirmation of the
prepackaged plan of reorganization, with the satisfaction of the conditions
to the plan support agreement, including, but not limited to, as a result
of the occurrence of a termination event thereunder, the satisfaction of
conditions to funding occurring under both DIP and exit financing loan
commitments and the occurrence of a termination event thereunder, future
financial results and liquidity including the Company's continued ability
to finance its operations in the normal course during the chapter 11
proceeding, the Company's relationship with and payment terms provided by
its trade creditors, additional financing requirements, compliance with
renegotiated key supplier agreements, dispositions, acquisitions and
integration costs, development of new products and services, the effect of
competitive products or pricing, the effect of commodity and raw material
prices, the impact of supply chain cost management initiatives,
restructuring risks, enterprise resource planning implementation risks,
customs duty claims, litigation uncertainties and warranty claims,
conditions in the automotive industry, foreign currency fluctuations, costs
related to re-sourcing and outsourcing products, the effect of economic
conditions and other uncertainties previously detailed in the Company's
filings with the SEC. Due to these uncertainties, the Company cannot assure
readers that any forward- looking statements will prove to have been
correct. Remy International is under no obligation to (and expressly
disclaims any such obligation to) update or alter any forward-looking
statements whether as a result of new information, future events or
otherwise.
SOURCE Remy Worldwide Holdings, Inc.
back to top
CONTACT: Anita-Marie Laurie of Sitrick And Company, +1-310-788-2850, for Remy Worldwide Holdings, Inc.
|