Cotton Holdings, Inc. Extends Exchange Offer for Notes Due 2013

HOUSTON, March 7, 2013 /PRNewswire/ -- Cotton Holdings, Inc. (the "Company") announced today that it has extended the expiration date of its offer to exchange all of its outstanding 15% Second Priority Senior Secured Notes due 2013 (the "Old Notes") for either: (a) cash payment of accrued and unpaid interest on the Old Notes plus a new issue of 15% Second Priority Senior Secured Notes (the "New Notes") in a principal amount equal to 102.5% of the principal amount of the Old Notes (the "Notes Option"); or (b) for Old Notes not to exceed $3 million in aggregate principal amount, cash equal to 75% of the principal amount of the Old Notes (the "Cash Option"). As a result of the extension, the exchange offer is now scheduled to expire at midnight, New York City time, on March 7, 2013, unless further extended. The exchange offer was originally set to expire at midnight, New York City time, on March 6, 2013.

Based on the latest information provided by the exchange agent, tenders of approximately $10,154,057 aggregate principal amount, or 80.06%, of the Old Notes have been received pursuant to the exchange offer. Except for the extension of the expiration date, all of the other terms of the exchange offer offering memorandum, dated February 6, 2013 (the "Offering Memorandum") remain as set forth in the Offering Memorandum.

Naveen Bhatia, Chairman of the Board of the Company, stated, "We are disappointed with the results of the exchange offer and had hoped to have participation by more than 80% of our bondholders by the original expiration date."  He added, "However, discussions are ongoing with a bondholder who holds approximately $2 million in aggregate principal amount, and if that party elects to exchange its notes, we would expect the participation percentage to be in excess of 95%."

Copies of the Offering Memorandum and related letter of transmittal may be obtained by holders of the Old Notes from MacKenzie Partners, Inc., which is serving as the exchange agent for the exchange offer.

This news release is not an offer to exchange the Old Notes for the Notes Option or the Cash Option or the solicitation of an offer to exchange, which we are making only through the Offering Memorandum.

About Cotton Holdings:
Headquartered in Katy, Texas, Cotton Holdings, Inc. is a privately-held holding company providing infrastructure services through its operating subsidiaries.  Through its restoration business, the Company provides restoration and maintenance services for commercial, industrial, marine, residential and institutional properties that have suffered catastrophic or other casualty loss as a result of, among other man-made and natural disasters, fires, earthquakes and hurricanes.  The Company also provides temporary housing solutions and associated large-scale integrated service offerings, primarily servicing large oil and gas companies with operations in the shale oil and gas exploration regions.   

MacKenzie Partners may be contacted as follows:

MacKenzie Partners, Inc.
Simon Coope
105 Madison Avenue
New York, New York 10016
Telephone: (212) 929-5500
Facsimile: (781) 930-4942
Attention: Cotton Holdings, Inc.
Overnight: 161 Bay State Drive
                Braintree, Massachusetts 02184

SOURCE Cotton Holdings, Inc.