Attached files
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8-K - FORM 8-K - EXIDE TECHNOLOGIES | g25749e8vk.htm |
EX-99.1 - EX-99.1 - EXIDE TECHNOLOGIES | g25749exv99w1.htm |
EX-99.2 - EX-99.2 - EXIDE TECHNOLOGIES | g25749exv99w2.htm |
Exhibit 99.3
NEWS RELEASE FOR IMMEDIATE RELEASE |
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MEDIA CONTACT:
Susan Jaramillo
Senior Director, Communications
Exide Technologies
203/699-9133 phone
susan.jaramillo@exide.com
Senior Director, Communications
Exide Technologies
203/699-9133 phone
susan.jaramillo@exide.com
INVESTOR CONTACT:
Carol Knies
Senior Director of Investor Relations
Exide Technologies
678/566-9316 phone
carol.knies@exide.com
Senior Director of Investor Relations
Exide Technologies
678/566-9316 phone
carol.knies@exide.com
Exide Technologies Announces Tender Offer and Consent Solicitation for
Outstanding 10 1/2% Senior Secured Notes due 2013
Milton, Georgia, January 10, 2011 - Exide Technologies (the Company) (NASDAQ: XIDE), a global
leader in electrical energy solutions, announced today that it has commenced a cash tender offer
for its outstanding 10 1/2% Senior Secured Notes due 2013 (the Notes) (CUSIP No. 302051AJ6) and a
related consent solicitation to amend the indenture governing the Notes. The tender offer and the
consent solicitation are being made on the terms and subject to the conditions set forth in the
Offer to Purchase and Consent Solicitation Statement dated January 10, 2011 (the Offer to
Purchase) and the related letter of transmittal and consent. Holders who validly tender and do
not validly withdraw their Notes will be deemed to have validly consented to the proposed
amendments to the indenture.
The tender offer will expire at 12:00 midnight, New York City time, on February 7, 2011, unless
extended or earlier terminated by the Company in its sole discretion (the Expiration Time). In
order to be eligible to receive the total consideration (as defined below) for tendered Notes,
holders must validly tender and not validly withdraw their Notes at or prior to 5:00 p.m., New York
City time, on January 24, 2011, unless extended or earlier terminated by Exide Technologies in its
sole discretion (the Consent Deadline).
The tender offer and the consent solicitation are subject to the satisfaction of certain conditions
set forth in the Offer to Purchase, including the conditions that (1) the Company shall have
received, at or prior to the Consent Deadline, consents that have been validly delivered and not
been validly revoked in respect of at least 75% in
aggregate principal amount of the outstanding Notes not owned by the Company or its affiliates, and
(2) the receipt by the Company of proceeds from financings described in the Offer to Purchase
sufficient to repurchase the Notes.
The total consideration to be paid for Notes that are validly tendered and not validly withdrawn at
or prior to the Consent Deadline will be equal to $1,014 for each $1,000 in principal amount of
Notes, plus accrued and unpaid interest on such principal amount of Notes to, but not including,
the date of payment for the Notes accepted for purchase.
The total consideration set forth above includes a consent payment of $14 for each $1,000 in
principal amount of the Notes to holders who validly tender and do not validly withdraw their Notes
and provide their consents to the proposed amendments to the indenture governing the Notes at or
prior to the Consent Deadline. Holders of Notes validly tendered after the Consent Deadline but at
or prior to the Expiration Time will not receive a consent payment. Notes validly tendered at or
prior to the Consent Deadline may be validly withdrawn and the related consents may be validly
revoked at any time at or prior to the Consent Deadline. Tendered Notes and delivered consents may
not be validly withdrawn or validly revoked after the Consent Deadline.
The proposed amendments to the indenture governing the Notes would eliminate substantially all of
the restrictive covenants (other than, among other covenants, the covenant to pay interest and
premium, if any, on, and principal of, the Notes when due) and certain events of default and
related provisions contained in the indenture and the Notes, release all collateral securing the
Notes and eliminate provisions contained in the indenture and the Notes relating to collateral.
Holders may not validly deliver consents to the proposed amendments without validly tendering their
Notes in the tender offer, and holders may not validly revoke their consents to the proposed
amendments without validly withdrawing their previously tendered Notes from the tender offer.
The Company currently intends to issue a notice of redemption to discharge the indenture governing
the Notes and redeem on or after March 15, 2011 any and all of the Notes that remain outstanding
after the consummation of the tender offer and the consent solicitation, at a redemption price
equal to 100% of the principal amount thereof, plus accrued and unpaid interest to, but not
including, the date of redemption, in accordance with the terms of the indenture governing the
Notes.
The Company has engaged Deutsche Bank Securities Inc. as Dealer Manager and Solicitation Agent for
the tender offer and the consent solicitation. Persons with questions regarding the tender offer
or the consent solicitation should contact Deutsche Bank Securities Inc. collect at (212) 250-6429.
Requests for documents should be directed to D.F. King & Co., Inc., the Information Agent for the
tender offer and the consent solicitation, at (212) 269-5550 (for banks and brokers) or (800)
207-3158 (for noteholders).
This press release is for informational purposes only and is not an offer to purchase, a
solicitation of an offer to purchase or a solicitation of a consent with respect to any of the
Notes. The tender offer and the consent solicitation are being made pursuant to the
tender offer and the consent solicitation documents, including the Offer to Purchase that the
Company is distributing to holders of Notes. The tender offer and the consent solicitation are not
being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would
not be in compliance with the securities, blue sky or other laws of such jurisdiction.
About Exide Technologies
Exide Technologies, with operations in more than 80 countries, is one of the worlds largest
producers and recyclers of lead-acid batteries. The Companys four global business groups
Transportation Americas, Transportation Europe and Rest of World, Industrial Energy Americas and
Industrial Energy Europe and Rest of World provide a comprehensive range of stored electrical
energy products and services for industrial and transportation applications.
Transportation markets include original-equipment and aftermarket automotive, heavy-duty truck,
agricultural and marine applications, and new technologies for hybrid vehicles and automotive
applications. Industrial markets include network power applications such as telecommunications
systems, electric utilities, railroads, photovoltaic (solar-power related) and uninterruptible
power supply (UPS), and motive-power applications including lift trucks, mining and other
commercial vehicles.
Forward-Looking Statements
Except for historical information, this news release may be deemed to contain forward-looking
statements. The Company desires to avail itself of the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995 (the Act) and is including this cautionary statement for
the express purpose of availing itself of the protection afforded by the Act.
These forward-looking statements are not statements of historical fact, and may include, among
other things, statements regarding the Companys current expectations and beliefs as to the payment
of tender offer consideration, elimination of restrictive covenants and events of default in the
indentures governing the Notes, the release of all collateral securing the Notes and elimination of
provisions contained in the indenture and the Notes relating to collateral and the redemption of
any Notes that remain outstanding after the consummation of the tender offer and consent
solicitation. Actual events may differ from current expectations based on a number of factors
including, but not limited to, general economic conditions, conditions in the capital markets and
debt markets, the ability or desire of the Company to complete the tender offer and consent
solicitation, the receipt of consents sufficient to approve the proposed amendments to the
indenture governing the Notes, the receipt by the Company of proceeds from financings described in
the Offer to Purchase sufficient to repurchase the Notes, and various other uncertainties
associated with the industries in which the Company operates and the Companys operations described
in the Companys annual report on Form 10-K filed with the Securities and Exchange Commission on
June 2, 2010.
The Company cautions each reader of this news release to carefully consider those factors set forth
above. Such factors have, in some instances, affected and in the future could affect the ability
of the Company to achieve its projected results and may cause actual results to differ materially
from those expressed herein.