Unifrax Announces Successful Completion of Consent Solicitation
TONAWANDA, N.Y., July 28, 2014 /PRNewswire/ -- Unifrax I LLC (the "Issuer") and Unifrax Holding Co. (the "Co-Issuer" and together with the Issuer, the "Issuers") announced today that they have received the consents necessary to effect certain amendments (the "Amendments") to the indenture governing their 7.50% Senior Notes due 2019 (the "Notes") pursuant to their previously announced consent solicitation. The Issuers received the consents of holders of a majority of the aggregate principal amount of the Notes on Friday, July 25, 2014, prior to the expiry of the consent solicitation at 5:00 p.m., New York City time, on July 28, 2014 (the "Expiration Date"). As a result, the Issuers, the guarantors of the Notes and The Bank of New York Mellon, as trustee, have entered into a supplemental indenture, which effects the Amendments.
The Issuers will make cash payments to holders of Notes who validly deliver consents by the Expiration Date of $22.50 per $1,000 principal amount of Notes for which consents have been delivered and accepted by the Issuers. The consent consideration will be paid in two installments, with 50% of such consent consideration to be paid promptly following the Expiration Date. The remaining 50% will be paid promptly following the satisfaction or waiver, on or prior to May 31, 2015, of certain other applicable conditions, including, among others, that the conditions precedent to the Issuer's purchase (the "Investment") of approximately 29% of the outstanding shares of Shandong Luyang Share Co., Ltd., including obtaining certain required shareholder, court and regulatory approvals, have been satisfied, and the Issuers receiving financing in an amount sufficient to fund the Investment.
This announcement is for informational purposes only and is neither an offer to sell nor a solicitation of an offer to buy any Notes or any other securities. This announcement is also not a solicitation of consents with respect to the Amendments or any securities.
Issuer Description
Unifrax I LLC is one of only two worldwide vertically-integrated manufacturers of high temperature refractory and insulating ceramic fiber and engineered products. Unifrax I LLC has 27 manufacturing facilities and two product development facilities located in 12 countries serving a diverse base of approximately 4,000 customers across more than 80 countries in a wide variety of industries.
Forward-Looking Statements
This press release contains forward-looking statements. These forward-looking statements are not historical facts, but only predictions and generally can be identified by use of statements that include such words as "may," "might," "will," "should," "estimate," "project," "plan," "anticipate," "expect," "intend," "outlook," "believe" and other similar expressions that are intended to identify forward-looking statements and information. These forward-looking statements are based on estimates and assumptions by our management that, although we believe to be reasonable, are inherently uncertain and subject to a number of risks and uncertainties. Forward-looking statements speak only as of the date they are made and we undertake no obligation to publicly update or revise any of them in light of new information, future events or otherwise, except as required by law. We therefore caution you not to rely on these forward-looking statements.
SOURCE Unifrax I LLC
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