Registration Statements for Fleetwood's Exchange Offers Declared Effective
10 Dezembro 2008 - 1:27AM
PR Newswire (US)
RIVERSIDE, Calif., Dec. 9 /PRNewswire-FirstCall/ -- Fleetwood
Enterprises, Inc. (NYSE:FLE) announced today that the registration
statements in respect of its exchange offers for its existing $100
million principal amount of 5% convertible senior subordinated
debentures have been declared effective by the Securities and
Exchange Commission (SEC). Fleetwood commenced a registered
exchange offer on October 30, 2008 for its existing $100 million
principal amount of 5% convertible senior subordinated debentures.
Under the terms of the offer, holders who opt to participate in the
exchange offer will receive the following consideration for each
$1,000 in principal amount of debentures tendered: $1,030 in new
senior secured notes, which are (1) senior obligations of
Fleetwood, (2) secured by a first priority lien on approximately
$20 million of unencumbered real estate assets of certain Fleetwood
subsidiaries and a junior lien on approximately $58 million of
certain of Fleetwood's subsidiaries' real properties that are
pledged to secure its credit facility, (3) guaranteed on a
subordinated basis to Fleetwood's credit facility by certain
Fleetwood subsidiaries, and (4) due three years from the date of
issuance; -- with a coupon rate of 14 percent consisting of: -- 5
percent interest payable in cash, plus -- 9 percent pay-in-kind
interest (PIK interest); plus -- 140 shares of Fleetwood common
stock (assuming that the average price of the common stock during
the relevant 20 trading day period is at or below $0.75 per share);
together with -- the payment of accrued and unpaid interest for any
debentures accepted in the exchange offer. The exchange offer is
scheduled to expire at 5:00 p.m., New York City time, on Thursday,
December 11, 2008. Holders of the debentures may alternatively
tender their debentures by Monday, December 15, 2008 in a separate
registered exchange offer, pursuant to the Company's repurchase
obligation, but in that case holders will receive only shares of
common stock. Important Information Regarding Exchange Offers In
connection with these two offers, registration statements on Form
S-4, tender offer statements on Schedule TO, and related documents
and amendments thereto relating to the offers are being filed by
Fleetwood with the SEC. This news release shall not constitute an
offer to exchange or sell, or the solicitation of an offer to
exchange or buy, nor shall there be any exchange or sale of such
securities in any state in which such offer, exchange, solicitation
or sale would be unlawful prior to registration or qualification
under the securities laws of any such state. Holders of the
debentures are strongly advised to read the registration
statements, tender offer statements and other related documents
because these documents contain important information. Such holders
may obtain copies of the exchange offer materials from MacKenzie
Partners, the information agent for the offers, at 800-322-2885.
These documents can also be obtained at no charge from Fleetwood or
at the SEC's website, http://www.sec.gov/. Fleetwood is not making
any recommendation to holders of outstanding debentures as to
whether they should tender their securities pursuant to either
offer. About Fleetwood Fleetwood Enterprises, Inc., through its
subsidiaries, is a leading producer of recreational vehicles and
manufactured homes. This Fortune 1000 company, headquartered in
Riverside, Calif., is dedicated to providing quality, innovative
products that offer exceptional value to its customers. Fleetwood
operates facilities strategically located throughout the nation,
including recreational vehicle, factory-built housing and supply
subsidiary plants. For more information, visit the Company's
website at http://www.fleetwood.com/. This press release contains
certain forward-looking statements and information based on the
beliefs of Fleetwood's management as well as assumptions made by,
and information currently available to, Fleetwood's management.
Such statements, including the consideration to be exchanged in the
exchange offers and the scheduled expiration dates of the exchange
offers, reflect the current views of Fleetwood with respect to
future events and are subject to certain risks, uncertainties, and
assumptions, including risk factors identified in Fleetwood's 10-K
and other SEC filings. These risks and uncertainties include,
without limitation, the significant demands on our liquidity while
current economic and credit conditions are severely affecting our
operations, including the potential repurchase of $100 million 5%
debentures in December 2008 if we do not have sufficient shares of
common stock to meet a repurchase obligation; the lack of assurance
that we will regain sustainable profitability in the foreseeable
future; our potential inability to decrease our operating losses
and negative cash flow; the effect of ongoing weakness in both the
manufactured housing and recreational vehicle markets, especially
the recreational vehicle market which has deteriorated sharply in
recent months; the volatility of our stock price and the risk of
potential delisting from the NYSE; the effect of a decline in home
equity values, volatile fuel prices and interest rates, global
tensions, employment trends, stock market performance, credit
crisis, availability of financing generally, and other factors that
can and have had a negative impact on consumer confidence, and
which may continue to reduce demand for our products, particularly
recreational vehicles; the availability and cost of wholesale and
retail financing for both manufactured housing and recreational
vehicles; our ability to comply with financial tests and covenants
on existing and future debt obligations; our ability to obtain, on
reasonable terms if at all, the financing we will need in the
future to execute our business strategies; potential dilution
associated with future equity or equity-linked financings we may
undertake to raise additional capital and the risk that the equity
pricing may not be favorable; the cyclical and seasonal nature of
both the manufactured housing and recreational vehicle industries;
the increasing costs of component parts and commodities that we may
be unable to recoup in our product prices; repurchase agreements
with floorplan lenders, which we currently expect could result in
increased costs due to the deteriorated market conditions; expenses
and uncertainties associated with the entry into new business
segments or the manufacturing, development, and introduction of new
products; the potential for excessive retail inventory levels and
dealers' desire to reduce inventory levels in the manufactured
housing and recreational vehicle industries; the effect on our
sales, margins and market share from aggressive discounting by
competitors; potential increases in the frequency and size of
product liability, wrongful death, class action, and other legal
actions; and the highly competitive nature of our industries and
changes in our competitive landscape. Filed by Fleetwood
Enterprises, Inc. pursuant to Rule 425 under the Securities Act of
1933 and Rule 13e-4 under the Securities Exchange Act of 1934
Subject Company: Fleetwood Enterprises, Inc. Commission File No.
001-7699 Contacts: Lyle Larkin, Vice President - Treasurer,
+1-951-351-3535 Kathy A. Munson, Director - Investor Relations,
+1-951-351-3650 DATASOURCE: Fleetwood Enterprises, Inc. CONTACT:
Lyle Larkin, Vice President|Treasurer, +1-951-351-3535, or Kathy A.
Munson, Director - Investor Relations, +1-951-351-3650, both of
Fleetwood Enterprises, Inc. Web site: http://www.fleetwood.com/
Copyright
Fleetwood Enterprise (NYSE:FLE)
Gráfico Histórico do Ativo
De Ago 2024 até Set 2024
Fleetwood Enterprise (NYSE:FLE)
Gráfico Histórico do Ativo
De Set 2023 até Set 2024