Culligan Announces Potential $900 Million Recapitalization.NORTHBROOK, Ill. -- Culligan Holding S.ar.L., ("Culligan"), a wholly-owned subsidiary of Culligan Ltd., a leading global provider of water treatment products and services for household and commercial applications, today announced a potential $900 million recapitalization Recapitalization Restructuring a company's debt and equity mixture often with the aim of making a company's capital structure more stable. Notes: Companies often want to diversify their debt-to-equity ratio to improve liquidity. . The transaction, which is subject to conditions including definitive documentation and board approval, would include the entering into new senior secured revolving credit Revolving Credit A line of credit where the customer pays a commitment fee and is then allowed to use the funds when they are needed. It is usually used for operating purposes, fluctuating each month depending on the customers current cash flow needs. and term loan facilities (up to $640.0 million anticipated aggregate amount), together with an anticipated second lien A Second lien financing is a form of financing secured on a second ranking basis by (more or less) the same security, which secures the first ranking financing. The first lien lenders and the second lien lenders agree that, in the event of a security enforcement or bankruptcy, the term facility (up to [euro]200.0 million anticipated aggregate principal amount), by Culligan and certain of its subsidiaries. Culligan Ltd. expects to distribute approximately $360 million from the recapitalization proceeds (or such lesser amount as may be determined by Culligan Ltd. in its sole discretion) to its equity holders, including Clayton, Dubilier & Rice Fund VI Limited Partnership ("CD&R"), which owns approximately 83% of Culligan Ltd.'s outstanding shares. Proceeds from the recapitalization would also be used to repay all outstanding amounts under Culligan's current credit facility and to redeem redeem v. to buy back, as when an owner who had mortgaged his/her real property pays off the debt. The term also refers to paying the amount due and all charges after a foreclosure (due to failure to make payments when due) has begun. the existing 8% Senior Subordinated Notes due 2014 issued by Culligan Finance Corporation B.V. (the "CFC CFC See: Controlled foreign corporation 8% Notes"), a subsidiary of Culligan. "Culligan is a market leader with an outstanding dealer network and the most recognized brand in the water treatment industry," said Mark Seals, Culligan's chief executive officer. "Since being acquired by CD&R in 2004, the company has made significant progress in reducing costs, improving profitability, streamlining manufacturing, introducing new products and services, and targeting high potential commercial market segments, such as restaurants and hotels." The terms of the new credit facilities credit facilities npl → facilidades fpl de crédito credit facilities npl → facilités fpl de paiement credit facilities are expected to conform to Verb 1. conform to - satisfy a condition or restriction; "Does this paper meet the requirements for the degree?" fit, meet coordinate - be co-ordinated; "These activities coordinate well" those included in a commitment letter, executed March 8, 2007, by Culligan and certain financial institutions. The closing of the new credit facilities, the redemption of the CFC 8% Notes and the repayment of Culligan's current credit facility are subject to certain conditions, including the absence of any material adverse effect on Culligan and its subsidiaries between the date of the commitment letter and the funding closing date, and, as noted above, Culligan Ltd.'s expected distribution to its equity holders. CAUTIONARY NOTE: The statements in this press release that relate to future plans, events or performances are forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. that involve risks and uncertainties. Culligan and its subsidiaries and affiliates may determine not to pursue any or all of these transactions, and, accordingly, there can be no assurance that any of these transactions will occur. Culligan undertakes no obligation to update any such forward looking statements. |
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