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May 10, 2012 /PRNewswire/ --
Libbey Inc. (NYSE Amex: LBY)
("Libbey" or "Company") announced today that its wholly-owned subsidiary Libbey Glass Inc. ("
Libbey Glass"), in connection with its previously announced cash tender offer (the "Tender Offer") to purchase up to
$320.0 million (the "Tender Cap") of its outstanding
$360.0 million aggregate principal amount of 10% Senior Secured Notes due 2015 (the "Notes") and consent solicitation (the "Consent Solicitation" and, together with the Tender Offer, the "Offer"), had received, as of
5:00 p.m.New York City time, on
May 10, 2012, tenders and consents from holders of
$269.1 million in aggregate principal amount, representing 74.8% of the total outstanding principal amount of the Notes.
Tendered Notes could have been withdrawn at any time on or prior to 5:00 p.m.,
New York City time, on the date the requisite consents were received (the "Withdrawal Date"). Because the Withdrawal Date has passed, Notes tendered and consents given may not be validly withdrawn or revoked, other than as required by applicable law. The last day and time for holders to tender Notes and deliver consents and receive the total consideration pursuant to the Offer is expected to be
New York City time, on
May 11, 2012. The early settlement date is expected to be
May 18, 2012. The tender offer is scheduled to expire at
New York City time, on
May 25, 2012, unless extended by
As a result of obtaining the requisite consents,
Libbey Glass executed and delivered a supplemental indenture to the indenture governing the Notes (the "Indenture") containing the proposed amendments to the Indenture, including a release of collateral. The supplemental indenture provides that the amendments to the Indenture will only become operative when validly tendered Notes are purchased, subject to proration and the Tender Cap, on the early settlement date pursuant to the Tender Offer.
Libbey Glass's obligation to accept for purchase and pay the consideration for validly tendered Notes is subject to and conditioned upon: (i) the successful consummation of a previously announced new debt financing on terms and conditions satisfactory to
Libbey Glass, (ii) amendments to the existing amended and restated credit agreement, dated
February 8, 2010 and (iii) other customary conditions as set forth in the Offer to Purchase and Consent Solicitation Statement.
Libbey Glass reserves the right to waive any and all conditions to the Offer.
The principal purpose of the Offer is to acquire Notes up to the Tender Cap and to eliminate substantially all of the restrictive covenants, modify certain of the events of default and other provisions in the Indenture and release all of the collateral securing the obligations under the Notes.