Cooper-Standard Automotive Completes Financial Restructuring and Emerges From Chapter 11 Protection

NOVI, Mich., May 27 /PRNewswire/ -- Cooper-Standard Holdings Inc., the parent company of Cooper-Standard Automotive Inc., announced today that it, along with its subsidiaries that also filed for chapter 11 protection, has emerged from bankruptcy and that its Second Amended Joint Chapter 11 Plan of Reorganization became effective today.

"Emergence from chapter 11 represents the final milestone in the reorganization process and marks a new beginning for the Company," said James S. McElya, chairman and chief executive officer of the Company.  "The Company has emerged with an exceptionally strong balance sheet that will enable us to maintain our leadership position and grow in the industry.  Our exit from bankruptcy in less than 10 months is a testament to the diligent efforts of our employees and reflects the tremendous support and cooperation of our customers, suppliers and investors.  We look forward to the opportunity to once again focus our full attention on our business and our commitment to our customers."

As previously announced, the Company raised exit financing proceeds from a $450 million offering of unsecured 8-1/2% Senior Notes due 2018.  The new senior notes were originally issued on May 11, 2010 by CSA Escrow Corporation, an indirect, wholly-owned non-debtor subsidiary of the Company.  In connection with the Company's emergence from bankruptcy protection, CSA Escrow Corporation has been merged into Cooper-Standard Automotive Inc., and the proceeds from the notes offering have been released from escrow.

In addition to the new senior notes offering, the Company also raised proceeds from a previously announced $355 million equity rights offering. The offering was backstopped by certain holders of the Company's prepetition senior notes and senior subordinated notes pursuant to a commitment agreement with the backstop parties.  The $355 million of equity issued consists of $100 million of 7% convertible preferred stock, (convertible into 19.7% of the Company's new common stock, assuming the conversion of the new preferred stock) that was purchased directly by the backstop parties, and an additional $255 million of common stock that was purchased by the backstop parties and other holders of the Company's prepetition senior subordinated notes pursuant to a rights offering.  The backstop parties also received warrants to purchase 7% of the new common stock of the Company (assuming the conversion of the new preferred stock) in connection with their commitment agreement.

The Company also announced today that it has entered into a $125 million asset-based working capital facility with Bank of America, N.A., as agent, Deutsche Bank Trust Company Americas, as syndication agent, and Bank of America Securities LLC, Deutsche Bank Securities Inc., UBS Securities LLC and Barclays Capital as joint lead arrangers and bookrunners.  

The Company's balance sheet has been significantly deleveraged as a result of the bankruptcy cases.  The Company's $175 million debtor-in-possession financing facility and approximately $658.4 million of claims under its prepetition credit facility have been paid in full in cash.  In addition, the Company's prepetition senior notes have been paid in full in cash, except that the backstop parties received a distribution of new common stock under the Plan in lieu of cash payment for certain prepetition senior note claims.  Holders of the Company's prepetition senior subordinated notes were issued 8% of the new common stock of the Company and new warrants to purchase, in the aggregate, 3% of the new common stock (in each case, assuming the conversion of the new preferred stock).  Eligible holders of the prepetition senior subordinated notes also had the opportunity to participate in the rights offering.  The Company's funded debt balance is now approximately $480 million, a reduction of over $650 million from prepetition levels.  

Also effective with the Company's emergence from chapter 11, the Company's Board of Directors was reconstituted pursuant to the Plan.  The Board of Directors is now composed of returning members James McElya, Stephen A. Van Oss and Kenneth L. Way, and new members Glenn R. August, Orlando A. Bustos, Larry Jutte and David J. Mastrocola.  The Company's existing management team continues to lead the Company.  

"Our management team is a tremendous asset to the Company, and we are excited to continue to manage the Company with the challenges of chapter 11 behind us," said Mr. McElya.  "The new Board of Directors is comprised of both returning and new members, reflecting a diverse group with impressive backgrounds positioned to effectively guide the Company."

The Company's Canadian subsidiary, Cooper-Standard Automotive Canada Limited, has also emerged from bankruptcy protection in Canada.  Cooper-Standard Automotive Canada Limited sought relief under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice in Toronto, Ontario, Canada on August 4, 2009, and its plan of compromise or arrangement was sanctioned on April 16, 2010.

About Cooper-Standard Automotive 

Cooper-Standard Automotive Inc., headquartered in Novi, Michigan, is a leading global supplier of systems and components for the automotive industry.  Products include body sealing systems, fluid handling systems and anti-vibration systems.  Cooper-Standard Automotive employs approximately 16,000 people globally and operates in 18 countries around the world.  For more information, please visit the company's website at www.cooperstandard.com. 

SOURCE Cooper-Standard Holdings Inc.