AUBURN HILLS, Mich., Nov. 9 /PRNewswire-FirstCall/ -- Champion Enterprises, Inc. , a leader in factory-built construction, announced today the pricing terms of the previously announced tender offer and consent solicitation (the "Offer") for the company's outstanding 7 5/8 percent Senior Notes due 2009 (CUSIP No. 158496AB5) (the "notes").
The total consideration for the notes was calculated as of 10:00 a.m., New York City time, on Nov. 9, 2007 by reference to a fixed spread of 50 basis points over the yield on the 3.875 percent U.S. Treasury note due May 15, 2009 (the "Reference Treasury Security"). The reference yield to maturity on the Reference Treasury Security, as of 10:00 a.m., New York City time, on Nov. 9, 2007 was 3.477 percent.
The company will pay the total consideration to holders of the notes who validly tendered their notes and delivered their consents prior to 5:00 p.m., New York City time, on Nov. 9, 2007 (the "Consent Payment Deadline"), and whose notes are accepted for purchase by the company, on Nov. 13, 2007 (the "Initial Payment Date"). The total consideration per $1,000 principal amount of the notes that were validly tendered prior to the Consent Payment Deadline will be $1,052.80, which includes a consent payment of $30 (the "Consent Payment"). Holders of such notes validly tendered and accepted for payment will also receive accrued and unpaid interest on such notes from the last interest payment date to, but not including, the Initial Payment Date.
At the final payment date, which is expected to be on or about Nov. 28, 2007 (the "Final Payment Date"), holders tendering their notes after the Consent Payment Deadline, but prior to 12:00 midnight, New York City time, on Nov. 27, 2007, unless extended, whose notes are accepted for purchase by the company, will receive the tender offer consideration of $1,022.80, but will not receive the Consent Payment. Holders of such notes tendered after the Consent Payment Deadline will also receive accrued and unpaid interest on such notes from the last interest payment date to, but not including, the Final Payment Date.
The company also announced today that a majority of holders in principal amount of the notes have provided the requisite consents to amend the indenture governing the notes. As of the Consent Payment Deadline, the company had received tenders and consents for $74,843,000 in aggregate principal amount of the notes, representing approximately 90.94 percent of the outstanding notes.
Holders may no longer withdraw the notes previously or hereafter tendered, except as described in the Offer to Purchase and Consent Solicitation Statement, dated Oct. 29, 2007.
The Offer is subject to the satisfaction of certain conditions, including the financing condition, the minimum tender condition, the supplemental condition and other general conditions, as described in the Offer to Purchase and Consent Solicitation Statement, dated Oct. 29, 2007.
The detailed terms and conditions of the Offer are contained in the Offer to Purchase and Consent Solicitation Statement. Questions about the tender offer and consent solicitation may be directed to Credit Suisse at (212) 325- 4951 (collect). Holders can request documents from D.F. King & Co., Inc., the information agent and tender agent, at (888) 644-5854 (U.S. toll free) or (212) 269-5550 (collect).
About Champion
Auburn Hills, Michigan-based Champion Enterprises, Inc., a leader in factory-built construction, operates 32 manufacturing facilities in North America and the United Kingdom working with independent retailers, builders and developers. The Champion family of builders produces manufactured and modular homes, as well as modular buildings for government and commercial applications.
Forward-Looking Statements
This news release contains, in addition to historical information, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on the company's current assumptions, expectations and projections about future events. Words like "believe," "anticipate," "intend," "estimate," "expect," "project" and similar expressions are used to identify forward-looking statements, although not all forward-looking statements contain these words. These forward-looking statements are necessarily estimates reflecting the best judgment of the company's senior management and involve a number of risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements.
Investors should consider the information contained in the company's filings with the SEC, including its Annual Report on Form 10-K for the 2006 fiscal year, especially in the "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Risk Factors" sections, its most recent Quarterly Reports on Form 10-Q and its Current Reports on Form 8-K. Other unknown or unpredictable factors also could have material adverse effects on the company's future results, performance or achievements. In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed in this news release may not occur. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date stated, or if no date is stated, as of the date of this news release.
The company is not under any obligation and does not intend to make publicly available any update or other revisions to any of the forward-looking statements contained in this news release to reflect circumstances existing after the date of this news release or to reflect the occurrence of future events even if experience or future events make it clear that any expected results expressed or implied by those forward-looking statements will not be realized.
