AUBURN HILLS, Mich., Oct. 30 /PRNewswire-FirstCall/ -- Champion
Enterprises, Inc. (NYSE: CHB), a leader in factory-built construction,
today announced the pricing of the previously announced public offering of
convertible senior notes due 2037. The transaction was increased in size
from the previously announced aggregate principal amount of $130 million to
$160 million. The company has also granted to the underwriter of the
offering an option to purchase up to an additional $20 million aggregate
principal amount of notes solely to cover over-allotments. Credit Suisse
Securities (USA) LLC is acting as the underwriter and sole bookrunning
manager for the convertible notes offering.
The notes will bear interest at a rate of 2.75% per year, payable on
May 1 and Nov. 1, beginning on May 1, 2008. The notes will mature on Nov.
1, 2037. Holders of the notes may require the company to repurchase the
notes if the company is involved in certain types of corporate transactions
or other events constituting a fundamental change. Beginning in 2012 the
company will have the right to redeem the notes, in whole or in part.
Holders of the notes have the right to require the company to repurchase
all or a portion of their notes on Nov. 1 of each of 2012, 2017, 2022, 2027
and 2032.
The notes will be convertible, under certain circumstances, at the
holder's option, at an initial conversion rate of 47.6954 shares of the
company's common stock per $1,000 principal amount of notes (or an initial
conversion price of approximately $20.97 per share of common stock),
representing an 82% conversion premium based on the closing price of $11.52
per share of the company's common stock on Oct. 29, 2007, payable in common
stock. The conversion rate and the conversion price will be subject to
adjustment in certain events.
The company intends to use approximately $97 million of the net
proceeds of the notes offering to repurchase its notes due 2009 tendered in
a tender offer, including the tender premium and any accrued interest
thereon, repay no less than $8 million of the outstanding principal, plus
accrued interest, under its term loan due 2012 and pay related fees and
expenses. The remaining net proceeds of approximately $58 million, or
approximately $78 million if the underwriters exercise their over-allotment
option in full, will be used for general corporate purposes.
Closing of the public offering of the notes is expected to occur on
Nov. 2, 2007 and will be subject to the satisfaction of various customary
closing conditions.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of these
securities, in any state or jurisdiction in which such offer, solicitation
or sale would be unlawful prior to the registration or qualification under
the securities laws of any such state or jurisdiction.
Champion Enterprises, Inc. has filed a registration statement
(including a prospectus and prospectus supplement) with the SEC for the
offering to which this communication relates. Before you invest, you should
read the prospectus (including the prospectus supplement) in that
registration statement and other documents Champion Enterprises, Inc. has
filed with the SEC for more complete information about Champion
Enterprises, Inc. and this offering. You may get these documents for free
by visiting EDGAR on the SEC web site at http://www.sec.gov. Alternatively,
Champion Enterprises, Inc., the underwriter or any dealer participating in
the offering will arrange to send you the prospectus and prospectus
supplement if you request them by calling Credit Suisse Securities (USA)
LLC toll free at 1-800-221-1037 or Champion Enterprises, Inc. toll free at
1-888-603-0071.
About Champion
Auburn Hills, Michigan-based Champion Enterprises, Inc., a leader in
factory-built construction, operates 32 manufacturing facilities in North
America and the United Kingdom working with independent retailers, builders
and developers. The Champion family of builders produces manufactured and
modular homes, as well as modular buildings for government and commercial
applications.
Forward-Looking Statements
This news release contains, in addition to historical information,
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. These forward-looking statements are based
on the company's current assumptions, expectations and projections about
future events. Words like "believe," "anticipate," "intend," "estimate,"
"expect," "project" and similar expressions are used to identify
forward-looking statements, although not all forward-looking statements
contain these words. These forward-looking statements are necessarily
estimates reflecting the best judgment of the company's senior management
and involve a number of risks and uncertainties that could cause actual
results to differ materially from those suggested by the forward-looking
statements.
Investors should consider the information contained in the company's
filings with the SEC, including its Annual Report on Form 10-K for the 2006
fiscal year, especially in the "Management's Discussion and Analysis of
Financial Condition and Results of Operations" and "Risk Factors" sections,
its most recent Quarterly Reports on Form 10-Q and its Current Reports on
Form 8-K. Other unknown or unpredictable factors also could have material
adverse effects on the company's future results, performance or
achievements. In light of these risks, uncertainties, assumptions and
factors, the forward-looking events discussed in this news release may not
occur. You are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date stated, or if
no date is stated, as of the date of this news release.
The company is not under any obligation and does not intend to make
publicly available any update or other revisions to any of the
forward-looking statements contained in this news release to reflect
circumstances existing after the date of this news release or to reflect
the occurrence of future events even if experience or future events make it
clear that any expected results expressed or implied by those
forward-looking statements will not be realized.
SOURCE Champion Enterprises, Inc.
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Related links:
http://www.championhomes.com
http://www.prnewswire.com/comp/110861.html /
CONTACT:
Laurie Van Raemdonck, Vice President,
Investor Relations, +1-248-340-7731,
lvanraemdonck@championhomes.net, or Phyllis Knight, Executive
Vice President and CFO, +1-248-340-9090, both of Champion
Enterprises, Inc.
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