ST. CLOUD, Minn., July 8, 2011 /PRNewswire/ -- WII Components, Inc. (the "Company") announced today that it has received, pursuant to its previously announced cash tender offer and consent solicitation with respect to any and all of its outstanding $105,850,000 aggregate principal amount of 10% Senior Notes due 2012 (the "Notes"), the requisite consents to adopt proposed amendments to the indenture governing the Notes that, among other things, eliminate substantially all of the restrictive covenants and certain events of default contained in the indenture.
The Company announced that consents had been delivered with respect to $105,850,000 of the Notes, representing all of the outstanding aggregate principal amount of the Notes, all of which Notes had been validly tendered (and not validly withdrawn) as of 5:00 p.m., New York City time, on July 7, 2011 (the "Consent Date"). On the Consent Date, in conjunction with receiving the requisite consents, the Company, the guarantors party thereto and U.S. Bank National Association, as trustee, executed a second supplemental indenture with respect to the indenture governing the Notes implementing the amendments described above.
The second supplemental indenture became effective upon execution on the Consent Date and became operative on July 8, 2011 immediately prior to both the effectiveness of the Company's new senior secured credit facilities and the issuance by the Company of new subordinated notes (the "Refinancing Transaction").
Upon consummation of the Refinancing Transaction, all of the conditions set forth in the Offer to Purchase and Consent Solicitation Statement dated June 24, 2011 (the "Offer to Purchase") were satisfied and the Company accepted for purchase all of the Notes. Upon acceptance, all holders became entitled to receive total consideration equal to $1,002.50 per $1,000 principal amount of the Notes (the "Total Consideration"), plus any accrued and unpaid interest on the Notes up to, but not including, July 8, 2011. The Total Consideration includes a consent payment of $2.50 per $1,000 principal amount of the Notes.
This press release is for informational purposes only and is not an offer to buy or the solicitation of an offer to sell with respect to any securities. D.F. King & Co., Inc. acted as tender agent and information agent for the tender offer and consent solicitation.
Because all of the Notes were validly tendered and accepted for purchase in the tender offer and consent solicitation and no Notes remain outstanding, the Company is no longer required to file information and reports with the Securities and Exchange Commission, and intends to cease reporting effective immediately.
About WII Components, Inc.
WII Components, Inc. is one of the leading manufacturers of hardwood cabinet doors, hardwood components and engineered wood products in the United States. WII Components, Inc. is headquartered in St. Cloud, Minnesota and has a website at www.wiicomponents.com.
SOURCE WII Components, Inc.
