Attached files
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8-K - U.S. CONCRETE, INC. | v182763_8k.htm |
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NEWS RELEASE
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Contact: Robert
D. Hardy, CFO
U.S.
Concrete, Inc.
713-499-6222
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FOR
IMMEDIATE RELEASE
U.S.
CONCRETE REACHES AGREEMENT WITH BONDHOLDERS
ON
COMPREHENSIVE DEBT RESTRUCTURING
·
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Files
Plan of Reorganization proposing a $272 million reduction in its
subordinated debt
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·
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Seeks
permission to pay trade creditors without
disruption
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·
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Seeks
approval of $80 million DIP credit
facility
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·
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Operations
to continue uninterrupted
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HOUSTON,
TX – April 29, 2010 – U.S. Concrete, Inc. (NASDAQ: RMIX) today announced it has
reached an agreement with a substantial majority of its bondholders on the terms
of a comprehensive debt restructuring. The proposed plan will reduce
the Company’s subordinated debt by approximately $272 million and significantly
strengthen its balance sheet. To implement the restructuring, the
Company is seeking expedited confirmation of a Plan of Reorganization (“Plan”)
filed today with the United States Bankruptcy Court in the District of
Delaware.
The
filing is not expected to affect the Company’s suppliers or
customers. The Company is seeking approval to pay suppliers in the
ordinary course and to continue customer programs, as well as customary relief
to continue its wage and benefit programs for its employees. The
Company also requested approval of an $80 million debtor-in-possession (DIP)
credit facility led by JPMorgan, as administrative agent and sole-lead arranger,
to fund operations during the restructuring. The Company
expects operations to continue as usual during the chapter 11 process, which is
expected to be concluded in 75 to 90 days.
“We are
very pleased that our bondholders are supportive of the steps we have taken to
improve our balance sheet and, through it, the long-term health of our Company,”
said Michael W. Harlan, President and Chief Executive Officer of U.S.
Concrete. “As a result of the restructuring, we should be positioned
to be a financially strong competitor in our markets. We have taken
steps to minimize the impact of this process on our suppliers, customers and
employees, and we intend to move forward as expeditiously as possible to
complete the restructuring.”
The Plan
provides that the holders of the Company’s 8.325% Senior Subordinated Notes due
2014 would exchange their Notes for the equity in the reorganized
Company. Existing shareholders would receive warrants to acquire 15
percent of the equity of the reorganized Company, with exercise prices to be set
based upon achievement of certain valuation hurdles of the reorganized
Company. The Company is requesting a hearing to approve the
disclosure statement related to the Plan and to set an expedited schedule for
approval of the Plan and for the Company's emergence from chapter 11. The
restructuring does not involve the Company’s joint venture operations in
Michigan. Information about the restructuring is available at the
Company’s website, www.us-concrete.com or via the Company’s restructuring line
at (888) 369-8931.
About
U.S. Concrete
U.S.
Concrete services the construction industry in several major markets in the
United States through its two business segments: ready-mixed concrete and
concrete-related products; and precast concrete. The Company has 125 fixed
and 11 portable ready-mixed concrete plants, seven precast concrete plants and
seven producing aggregates facilities. During 2009 (including acquired volumes),
these plant facilities produced approximately 4.5 million cubic yards of
ready-mixed concrete and 3.0 million tons of aggregates. For more
information on U.S. Concrete, visit www.us-concrete.com.
CAUTIONARY STATEMENT
REGARDING FORWARD-LOOKING STATEMENTS
This
press release contains various forward-looking statements and information that
are based on management's beliefs, as well as assumptions made by and
information currently available to management. These forward-looking statements
speak only as of the date of this press release. The Company disclaims any
obligation to update these statements and cautions you not to rely unduly on
them. Forward-looking information includes, but is not limited to, the
completion of the Company's restructuring including the outcome and impact on
our business of the proceedings under Chapter 11 of the Bankruptcy Code, and the
ability of the Company to satisfy closing conditions under the
agreements-in-principle and the plan of reorganization and related documents and
to have the plan of reorganization confirmed by the bankruptcy court.
Although U.S. Concrete believes that the expectations reflected in such
forward-looking statements are reasonable, it can give no assurance that those
expectations will prove to have been correct. Such statements are subject to
certain risks, uncertainties and assumptions, including, among other matters:
general and regional economic conditions; the level of activity in the
construction industry, the ability of U.S. Concrete to complete acquisitions and
to effectively integrate the operations of acquired companies; development of
adequate management infrastructure; departure of key personnel; access to labor;
union disruption; competitive factors; government regulations; exposure to
environmental and other liabilities; the cyclical and seasonal nature of U.S.
Concrete's business; adverse weather conditions; the availability and pricing of
raw materials; and general risks related to the industry and markets in which
U.S. Concrete operates. Should one or more of these risks materialize, or should
underlying assumptions prove incorrect, actual results may vary materially from
those expected. These risks, as well as others, are discussed in greater detail
in U.S. Concrete's filings with the Securities and Exchange Commission,
including U.S. Concrete's Annual Report on Form 10-K for the year ended December
31, 2009.
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