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8-K - FORM 8-K - BORDERS GROUP INC | k49995e8vk.htm |
Exhibit 99.1
News Release
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Media Contact:
Mary Davis
(734) 477-1374
Mary Davis
(734) 477-1374
Borders Receives Refinancing Commitment from GE Capital
GE Capital, Restructuring Finance Provides Commitment for $550 Million Senior Secured Credit
Facility
Refinancing Commitment Supports Borders Strategy to Reposition Its Business and Brand for the Long
Term
Ann Arbor, Mich. Jan. 27, 2011 Borders Group, Inc. (NYSE:BGP) today announced that it has
received a commitment from GE Capital, Restructuring Finance to provide a $550 million senior
secured credit facility that, upon completion, including the obtaining of $125 million of
additional junior debt financing via the conversion of vendor payables and/or external sources,
will provide Borders with the financial flexibility and an appropriate level of liquidity to move
forward with its strategy to reposition its business model and the Borders brand. GE Capital
provided its financing commitment following a comprehensive review of the companys strategic plan
to restructure its business model by focusing on core business areas in order to improve
profitability and cash flow.
The new $550 million senior secured credit facility, once funded, will mature in 2014, and will
replace the companys existing revolving senior credit and term loan facilities.
The commitment provided by GE Capital is subject to certain conditions, including:
| The successful syndication of $175 million of the senior credit facility with other lenders, which GE Capital and the company are both working to secure; | ||
| $125 million of junior debt financing provided by certain vendors and other lenders; | ||
| The completion of supporting financing arrangements with the companys vendors, landlords and other financing parties on terms satisfactory to GE Capital; | ||
| Borders finalization of a store closure program comprising the identification of underperforming stores that will be closed as soon as practicable; | ||
| GEs completion of its business, financial and legal due diligence; the negotiation and execution of definitive financing documents; the absence of any material adverse change in the companys business or financial condition; and other customary conditions. |
Borders Group President Mike Edwards stated, We are pleased that, after a thorough review of our
business strategy and related long-term potential by GE Capital and outside experts, GE Capital is
committing to put in place a new senior financing facility for the company. This is an important
step for Borders toward implementation of its comprehensive plan to reposition itself as a vibrant
national retailer of books and other related products to the consumer. We strongly believe that,
based on our business strategy, Borders will be able to transform its business to capitalize on the
evolving reading marketplace and perform as a best-in-class destination and shopping experience for
consumers.
Under the new business plan, the companys strategy will focus on five key areas:
| Continuing to expand and enhance the Borders Rewards Plus program; | ||
| Strengthen the companys position as a purveyor of content by aggressively growing Borders.com and eBook market share; | ||
| Expand and enhance the companys overall retail mix, including non-book offerings, to improve profitability and offset the digital effect; |
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| Aggressively reduce costs across the business, including costs in the supply chain network and store portfolio; | ||
| Make strategic investments in IT to improve the customer experience. |
Borders previously reported that, as part of its refinancing efforts, it had delayed payments to
its vendors. Subsequently, the company has been in discussions with certain of those vendors on
restructuring its financing arrangements. The company has also been in discussions with certain
landlords and other parties with respect to arrangements, including financing arrangements, that
support the companys business plan. The company believes that todays commitment from GE Capital
positions Borders well to move the business forward, and expects to demonstrate to its vendors how
their support for Borders will be to the benefit of the company, the vendors, and their shared
consumers.
Borders is doing everything possible to maintain its long-term and valued relationships with our
vendors and publishers, which are in the best interests of serving our combined customers. We view
the refinancing route as the most practical, efficient and beneficial to all parties, and we are
working with our vendors in this regard. At the same time, given the current environment
surrounding Borders, and in order to assure that the company can pursue its efforts to position
itself to properly implement its business plan, it is prudent as well for Borders to explore
alternative avenues, including the possibility of an in-court restructuring. We are confident that
whatever path Borders pursues to implement its strategy, we will be able to count upon the support
of our vendors, who understand the critical role a strong Borders provides to the reading public,
commented Mr. Edwards.
About Borders Group, Inc.
Headquartered in Ann Arbor, Mich., Borders Group, Inc. (NYSE: BGP) is a leading specialty retailer
of books as well as other educational and entertainment items. The company employs approximately
19,500 throughout the U.S., primarily in its Borders® and Waldenbooks®
stores. Online shopping is offered through borders.com. Find author interviews and vibrant
discussions of the products we and our customers are passionate about online at
facebook.com/borders, twitter.com/borders and youtube.com/bordersmedia. For more information about
the company, visit borders.com/media.
Safe Harbor Statement
This release contains forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. One can identify these forward-looking statements by the use of
words such as expect, believe, planning, possibility, opportunity, goal, will, may,
intend, anticipates, working toward and other words of similar meaning. One can also identify
them by the fact that they do not relate strictly to historical or current facts. These statements
are likely to address matters such as the companys future financial condition and performance
(including earnings per share, profitability, liquidity, cash flows, debt levels, market share
growth and other sales information, inventory levels and capital expenditures), its ability to
obtain adequate financing, including the companys new senior financing facility contemplated by
the GE Capital commitment and supporting financing arrangements, its cost reduction initiatives and
plans for store closings, its brand transformation initiatives, including the expansion of product
categories, partnerships with leading brands and pilot programs relating to these initiatives.
These statements are subject to risks and uncertainties that could cause actual results and plans
to differ materially from those included in the companys forward-looking statements.
These risks and uncertainties include, but are not limited to, consumer demand for the companys
products, particularly during the holiday season, which is believed to be related to general
economic and geopolitical conditions, competition and other factors; the possibility that the
companys new senior financing facility or supporting financing arrangements to be provided by the
companys vendors, landlords or other parties may be delayed, may not be consummated or may be
consummated on terms that are materially disadvantageous to the company or its stockholders; the
continuing availability of adequate vendor credit to support the companys operations; the loss of
key executives and employees, the significant costs expected to be incurred in connection with the
companys refinancing plan, adverse litigation results or other claims; the performance of the
companys information technology systems; the
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anticipated impact of our Borders Rewards and Borders Rewards Plus programs; and, with respect to
brand transformation initiatives, the selection of and availability to the company of acceptable
products, as well as the ability to identify appropriate partners and to consummate agreements with
them.
The companys periodic reports filed from time to time with the Securities and Exchange Commission
contain more detailed discussions of these and other risk factors that could cause actual results
and plans to differ materially from those included in the forward-looking statements, and those
discussions are incorporated herein by reference. The company does not undertake any obligation to
update forward-looking statements.
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