WARSAW, Poland, April 17, 2013 /PRNewswire/ -- Central European
Distribution Corporation ("CEDC") announced the initial results of
the reverse Dutch auction conducted as a part of its solicitation
of votes for its Prepackaged Plan of Reorganization (the
"Plan").
Based on its tabulations, CEDC anticipates that holders of CEDC
Finance Corporation International, Inc.'s ("CEDC FinCo") 9.125%
Senior Secured Notes due 2016 and 8.875% Senior Secured Notes due
2016 (together, the "2016 Notes") who submitted bid prices of up to
and including $810.00 or €810.00,
respectively, should receive a cash payment in exchange for their
2016 Notes (i.e., the Clearing Price as defined in the Offering
Memorandum will be $810.00 or
€810.00). CEDC expects that approximately €81 million of
Euro 2016 Notes and approximately
$106 million of USD 2016 Notes, equal to an aggregate of
approximately $211 million principal
amount of 2016 Notes, would be repurchased for cash.
CEDC expects that approximately €349 million of Euro 2016 Notes and approximately $274 million of USD
2016 Notes would remain outstanding and unpurchased and
would receive new secured notes and new convertible notes issued by
CEDC Finance Corporation International, Inc. (together, "New
Notes") pursuant to the Plan. These amounts remain subject to
adjustment and confirmation by CEDC on or about the Distribution
Date (as described below).
To receive their cash payment, 2016 Noteholders who elected the
cash option must be holders of the 2016 Notes as of March 21, 2013 and the Distribution Date (as
defined in the Plan, i.e. the effective date of the Plan, which
CEDC expects to occur as soon as practicable following the
confirmation date). THEREFORE, TO RECEIVE THE CASH PAYMENT, A
HOLDER OF 2016 NOTES AS OF MARCH 21,
2013 CANNOT TRADE 2016 NOTES PRIOR TO THE DISTRIBUTION
DATE.
CEDC FinCo will first accept for exchange all 2016 Notes with a
bid price less than the Clearing Price, and thereafter, 2016 Notes
with a bid price equal to the Clearing Price on a pro rata basis
due to the oversubscription of the cash election. CEDC expects to
apply the full amount of the $172
million RTL Investment towards the purchase of 2016 Notes in
the cash election and does not expect any pro rata cash
distribution to holders of 2016 Notes that did not participate in
the cash election. In addition, the Clearing Price may be further
adjusted if 2016 Noteholders who participated in the cash election
are unable to confirm their holding of 2016 Notes as of the
Distribution Date and are therefore ineligible to receive the cash
payment. In all cases, appropriate adjustments will be made to
avoid purchases of 2016 Notes in principal amounts other than
integral multiples of $1,000 or
€1,000, as applicable. All 2016 Notes not accepted in the cash
election as a result of proration or as a result of having a bid
price above the Clearing Price as well as 2016 Noteholders that did
not participate in the cash election will not participate in the
cash election and will be deemed to have elected to receive New
Notes.
On April 7, 2013, CEDC commenced
voluntary proceedings under Chapter 11 of the U.S. Bankruptcy Code
to seek confirmation of the Plan. Following CEDC's first day
hearing on April 9, 2013, the
Delaware Bankruptcy Court scheduled a hearing to consider
confirmation of the Plan on May 13,
2013. Voting on the Plan closed on April 4, 2013. According to the official vote
tabulation prepared by CEDC's voting and information agent,
impaired creditors have voted overwhelmingly to accept the
Plan.
The financial restructuring, which will eliminate approximately
$665.2 million in debt from CEDC's
and CEDC FinCo's balance sheets, does not involve the Company's
operating subsidiaries in Poland,
Russia, Ukraine or Hungary and should have no impact on their
business operations. Operations in these countries are
independently funded and will continue to generate revenue during
this process. All obligations to employees, vendors, credit support
providers and government authorities will be honored in the
ordinary course without interruption.
The terms of the Plan are described in the Amended and Restated
Offering Memorandum, Consent Solicitation Statement and Disclosure
Statement, dated March 8, 2013 (the
"Offering Memorandum"), filed as an exhibit to a tender offer
statement on Schedule TO-I/A on March 8,
2013, as amended and supplemented by Supplement No. 1 to the
Offering Memorandum, dated March 18,
2013 (the "Supplement"), filed as an exhibit to the Form 8-K
filed on March 19, 2013.
SOURCE Central European Distribution Corporation