Libbey Receives Tenders and Consents in Tender Offer and Consent Solicitation for Its Floating Rate Senior Secured Notes Due 2011
TOLEDO, Ohio, Feb. 5 /PRNewswire-FirstCall/ -- Libbey Inc. (NYSE Amex: LBY) ("Libbey" or "Company") announced today that its wholly-owned subsidiary Libbey Glass Inc. ("Libbey Glass"), in connection with its previously announced tender offer and consent solicitation (collectively, the "Offer"), had received, as of 5:00 p.m. New York City time, on February 5, 2010 (the "Consent Date"), tenders and consents from holders of $306 million in aggregate principal amount, representing 100% of the total outstanding principal amount, of Libbey Glass's Floating Rate Senior Secured Notes due 2011 (the "Notes") (CUSIP No. 52989LAC3).
Tendered Notes could have been withdrawn at any time on or prior to 5:00 p.m., New York City time, on February 5, 2010 (the "Withdrawal Date"). Because the Withdrawal Date has passed, Notes tendered and consents given may not be validly withdrawn or revoked, other than as required by applicable law. The tender offer is scheduled to expire at 11:59 p.m., New York City time, on February 22, 2010, unless extended by Libbey Glass.
Libbey Glass expects to accept for purchase all Notes validly tendered on February 8, 2010. Libbey Glass's obligation to accept for purchase and pay the consideration for validly tendered Notes is subject to, and conditioned upon, satisfaction or, where applicable, Libbey Glass's waiver of, a series of related refinancing transactions and certain other conditions listed in the Statement. Libbey Glass reserves the right to waive any and all conditions to the Offer.
The principal purpose of the Offer was to acquire all outstanding Notes and to eliminate substantially all of the restrictive covenants and to modify certain of the events of default and other provisions in the Indenture.
Libbey Glass engaged Barclays Capital Inc. and BofA Merrill Lynch to act as Dealer Managers and Solicitation Agents for the Offer and Bondholder Communications Group, LLC to act as Information and Tender Agent for the Offer. Questions regarding the terms of the Offer may be directed to Barclays Capital Inc. at (800) 438-3242 (toll free) or (212) 528-7581 (collect) or BofA Merrill Lynch at (888) 292-0070 (toll free) or (980) 388-9217 (collect). Questions regarding procedures for tendering Notes or requests for documentation may be directed to Bondholder Communications Group, LLC at (888) 385-2663 (toll free) or (212) 809-2663 (collect).
This press release does not constitute an offer to sell or purchase, or a solicitation of an offer to sell or purchase, or the solicitation of tenders or consents with respect to, any security. No offer, solicitation, purchase or sale will be made in any jurisdiction in which such an offer, solicitation, or sale would be unlawful. The Offer was made solely pursuant to the Statement and related documents.
Based in Toledo, Ohio, since 1888, the Company operates glass tableware manufacturing plants in the United States, Mexico, China, Portugal and the Netherlands.
This press release includes forward-looking statements as defined in Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements only reflect the Company's best assessment at this time and are indicated by words or phrases such as "goal," "expects," " believes," "will," "estimates," "anticipates," or similar phrases. Investors are cautioned that forward-looking statements involve risks and uncertainty, that actual results may differ materially from such statements, and that investors should not place undue reliance on such statements. These forward-looking statements may be affected by the risks and uncertainties in the Company's business. This information is qualified in its entirety by cautionary statements and risk factor disclosures contained in the Company's Securities and Exchange Commission filings, including the Company's report on Form 10-K filed with the Commission on March 16, 2009. Important factors potentially affecting performance include but are not limited to increased competition from foreign suppliers endeavoring to sell glass tableware in the United States and Mexico; the impact of lower duties for imported products; global economic conditions and the related impact on consumer spending levels; major slowdowns in the retail, travel or entertainment industries in the United States, Canada, Mexico, Western Europe and Asia, caused by terrorist attacks or otherwise; significant increases in per-unit costs for natural gas, electricity, corrugated packaging, and other purchased materials; higher indebtedness related to the Crisa acquisition; higher interest rates that increase the Company's borrowing costs or volatility in the financial markets that could constrain liquidity and credit availability; protracted work stoppages related to collective bargaining agreements; increases in expense associated with higher medical costs, increased pension expense associated with lower returns on pension investments and increased pension obligations; devaluations and other major currency fluctuations relative to the U.S. dollar and the Euro that could reduce the cost competitiveness of the Company's products compared to foreign competition; the effect of high inflation in Mexico and exchange rate changes to the value of the Mexican peso and the earnings and cash flow of Crisa, expressed under U.S. GAAP; the inability to achieve savings and profit improvements at targeted levels in the Company's operations or within the intended time periods; and whether the Company completes any significant acquisition and whether such acquisitions can operate profitably. Any forward-looking statements speak only as of the date of this press release, and the Company assumes no obligation to update or revise any forward-looking statement to reflect events or circumstances arising after the date of this press release.
SOURCE Libbey Inc.
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