Attached files
| file | filename |
|---|---|
| 8-K - 8-K - EXIDE TECHNOLOGIES | d895226d8k.htm |
 Exide Technologies
Public-Side DIP Revolver Presentation
March 25, 2015
Exhibit 99.1 |
 2
Disclaimer
This
presentation
may
contain
certain
statements
that
may
be
deemed
“forward-looking
statements”
as
defined
in
the
U.S.
Private
Securities
Litigation
Reform Act of 1995. All statements that address activities, events or
developments that we intend, expect, plan, project, believe or anticipate will or
may occur in the future are forward-looking statements. By their nature,
forward-looking statements involve risks and uncertainties because they
relate
to
events
and
depend
on
circumstances
that
may
or
may
not
occur
in
the
future.
The
Company
undertakes
no
obligation
to
update
or
revise
any forward-looking statements.
Examples of forward-looking statements include, but are not limited to (a)
projections of revenues, cost of raw materials, income or loss, earnings or
loss per share, capital expenditures, growth prospects, dividends, the effect of
currency translations, capital structure, and other financial items, (b)
statements of plans and objectives of the Company or its management or Board of
Directors, including the introduction of new products, or estimates or
predictions of actions by customers, suppliers, competitors or regulating authorities, (c) statements of future economic performance, (d) statements
regarding liquidity and (e) statements of assumptions, such as the prevailing
weather conditions in the Company’s market areas, underlying other
statements
and
statements
about
the
Company
or
its
business,
and
(f)
statements
regarding
tax
and
liquidity
impacts
from
asset
sales
and
restructuring activities.
Factors that could cause actual results to differ materially from these forward
looking statements include, but are not limited to, the following general
factors such as: (i) there can be no assurance that the Company will satisfy the
conditions of the PSA or the backstop commitment agreement, (ii) the
Company
may
be
unable
to
confirm
and
consummate
the
Chapter
11
plan
of
reorganization,
(iii)
the
risks
associated
with
operating
businesses
under
Chapter
11
protection,
(iv)
the
ability
of
the
Company
to
comply
with
the
terms
of
the
DIP
financing
facility
,
(v)
the
risk
factors
or
uncertainties
listed
from time to time in the Company’s filings with the Securities and Exchange
Commission and with the U.S. Bankruptcy Court in connection with the
Company’s
Chapter
11
filing,
(vi)
the
Company
may
be
unable
to
implement
and
fund
business
strategies
based
on
current
liquidity,
(vii)
the
Company’s substantial debt and debt service requirements may restrict the
Company’s operational and financial flexibility, as well as imposing
significant interest and financing costs, (viii) the litigation proceedings to
which the Company is subject could have a material adverse effect on the
Company and its businesses, (ix) competitiveness of the battery markets in the
Americas and Europe, (x) risks involved in foreign operations such as
disruption of markets, changes in import and export laws, currency restrictions,
currency exchange rate fluctuations and possible terrorist attacks against
U.S. interests, (xi) the ability to acquire goods and services and/or fulfill later needs at budgeted costs, (xii) regulatory risks and uncertainties
could affect the Company’s businesses or profitability, or (xiii) general
economic conditions. |
 3
Exide
Technologies
(“Exide”
or
the
“Company”)
appreciates
the
opportunity
to
meet
with
DIP
lenders
to
provide
an
update
on
its
Chapter
11 exit process and discuss the DIP amendment request
Over the last several weeks, Exide has generated significant momentum towards
emergence On March 12, moved to permanently close Vernon pursuant to
agreement with the United States Attorney’s Office for the Central District of
California (the “USAO”) and an agreement with the California Department
of Toxic Substance Control (the “DTSC”) Preliminary voting results
suggest a largely consensual Plan with all impaired classes accepting except for the Vernon personal injury claimants
Proceeding to confirmation with limited objections
Active
engagement
with
the
UNC
–
plan
support
agreement
and
backstop
commitment
agreement
still
on-track
Discussions with potential lenders regarding the exit ABL revolver in advanced
stages Process Update
Non-prosecution agreement resolves the USAO’s criminal investigation into
Exide thereby avoiding the potential for costly
litigation
and
satisfying
a
key
condition
to
the
backstop
commitment
agreement
Received approximately 16 formal objections but optimistic that all will be
resolved except for one (retail holders) Timeline remains challenging but
currently targeting receipt of commitment papers by confirmation (or soon
thereafter) and will immediately pivot to finalizing definitive documents
Discussions regarding potential resolution with contesting parties remain
ongoing. Although Class F—Vernon Tort Claims—initially voted to
reject the Plan, the Debtor has reached an agreement that will cause
sufficient Class F Holders to change their votes and result in acceptance of the Plan by Class F.
DTSC agreement defines the timing and magnitude of certain Vernon
closure/post-closure obligations and is generally consistent with the
assumptions included
in
the
Company’s
previous
“Vernon
Closure”
business
plan |
 4
Amendment Request
Exide is requesting certain amendments to its DIP facilities to provide for the
necessary time to confirm the Plan and finalize the exit ABL revolver
Maturity Date
April 30, 2015 (1 month extension)
Milestone
Plan
Confirmation
Order
entered
by
Bankruptcy
Court
by
April
10,
2015
Certain
Provisions
Prohibit optional prepayment of DIP Term Loan prior to full repayment of Revolver
Obligations and termination of Revolver Commitments Add Agent consent in
addition to Required Revolver Lender direction to enforce rights and exercise remedies
Reversal or termination of Confirmation Order, Backstop Commitment Agreement, or
Plan Support Agreement will be an Event of Default Amendment Fee
and Timing
20 bps to consenting lenders
Signature pages due by Thursday March 26 at 5:00pm New York time
30-day extension of maturity
Continued availability under the DIP revolver |