J.L. French Automotive Castings, Inc. Extends Consent Solicitation and Reduces Minimum Tender Condition in Tender Offer for Its 11 - 1/2% Senior Subordinated Notes Due 2009
SHEBOYGAN, Wis., July 30 -- J.L. French Automotive Castings, Inc. announced today that it has extended its solicitation of consents from holders of its outstanding 11 - 1/2% Senior Subordinated Notes due 2009 to certain proposed amendments to the indenture governing the notes and reduced the minimum tender condition in the related tender offer.
As extended, the consent solicitation will expire at 5:00 p.m., Eastern time, on Friday, July 30, 2004, unless further extended or terminated. As previously announced, the consent solicitation is being conducted in connection with a tender offer by J.L. French for any and all of the notes on the terms and conditions set forth in its Offer to Purchase and Consent Solicitation Statement dated July 14, 2004. The tender offer will expire at 12:00 midnight, Eastern time, on Tuesday, August 10, 2004, unless extended or terminated.
The tender offer is conditioned on there being a minimum principal amount of notes validly tendered (and not withdrawn) in the tender offer. The Minimum Tender Condition (as defined in the Offer to Purchase and Consent Solicitation Statement) has been reduced from not less than 90% to not less than 85% of Notes that are required to be validly tendered (and not withdrawn) in the tender offer. J.L. French reserves the right to modify or waive the minimum tender condition at any time.
Based upon tenders to date and indications of intent to tender, J.L. French anticipates that it will satisfy the 85% Minimum Tender Condition by 5:00 p.m., Eastern time, on Friday, July 30, 2004. Consummation of the tender offer and consent solicitation, and payment of the tender offer consideration and consent payment, is subject to satisfaction or waiver of various conditions.
Goldman, Sachs & Co. is acting as dealer manager and solicitation agent for the tender offer and consent solicitation. The information agent for the tender offer and the consent solicitation is MacKenzie Partners, Inc.
This announcement is not an offer to purchase, a solicitation of an offer to purchase or a solicitation of consents with respect to any notes. The tender offer and the consent solicitation are being made solely by the Offer to Purchase and Consent Solicitation Statement. Persons who would like a copy of the Offer to Purchase and Consent Solicitation Statement or with questions regarding the offer or procedures for tendering their notes should contact Goldman Sachs at (800) 828-3182 or (212) 357-3019 or the information agent at (212) 929-5500 or toll-free at (800) 322-2885.
About J.L. French Automotive Castings, Inc.
J.L. French Automotive Castings, Inc., a privately held automotive supplier, is a leading global designer and manufacturer of highly engineered aluminum die cast automotive parts including oil pans, engine front covers and transmission cases. The company has manufacturing facilities in Sheboygan, WI; Glasgow, KY; Benton Harbor, MI; San Andres de Echevarria, Spain; Saltillo, Mexico; as well as three plants in the United Kingdom. The company is based in Sheboygan, WI, and has its corporate office in Minneapolis, MN.
This communication contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements contained in this communication that relate to prospective events or developments are deemed to be forward-looking statements. Words such as "believes," "anticipates," "plans," "expects," "will" and similar words are intended to identify forward-looking statements. These forward-looking statements, which may include, but are not limited to, statements, concerning the financial condition, results of operations and businesses of J.L. French and the benefits expected to result from the contemplated transaction, are based on management's current expectations and estimates and involve risks and uncertainties that could cause actual results or outcomes to differ materially from those contemplated by the forward-looking statements.
Factors that could cause or contribute to such differences may include, but are not limited to, the risk that conditions to the tender offer, including financing, and obtaining the requisite consents, might not be satisfied in a timely manner or at all, unanticipated expenditures, conditions of the economy and other factors described in J.L. French's most recent reports on Form 10-Q, most recent reports on Form 10-K and other periodic current reports filed by J.L. French with the Securities and Exchange Commission.