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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
OCTOBER 8, 1997
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Date of Report (Date of earliest event reported)
COINMACH LAUNDRY CORPORATION
(Exact name of Registrant as specified in its charter)
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DELAWARE 1-11907 11-3258015
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) number)
55 LUMBER ROAD, ROSLYN, NEW YORK 11576
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(Address of Principal Executive Offices)
(516) 484-2300
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(Registrant's telephone number, including area code)
Exhibit Index is located on Page 4
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Item 5. Other Events.
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On October 8, 1997, Coinmach Corporation ("Coinmach"), a wholly-owned
subsidiary of Coinmach Laundry Corporation (the "Company"), consummated a
private placement (the "Offering) of $100,000,000 aggregate principal amount of
its 11 3/4% Series C Senior Notes due 2005 on substantially identical terms as
its outstanding Series B 11 3/4% Senior Notes due 2005 (the "Series B Notes").
Substantially all of the proceeds of the Offering shall be applied to reduce a
portion of the Company's outstanding borrowings under its senior credit
facility.
Contemporaneously with the Offering, Coinmach solicited consents from
holders of the Series B Notes pursuant to the terms of a consent solicitation
statement (the "Consent Solicitation Statement") to amend (the "Amendment") the
indenture governing the Series B Notes (the "Indenture") to modify the covenant
restricting Coinmach's ability to incur debt. The completion of the Offering
was not conditioned upon the effectiveness of the Amendment. The Amendment,
which provides additional flexibility under the Consolidated Fixed Charge
Coverage Ratio (as defined in the Indenture), permits the incurrence of
additional indebtedness for a period of twenty-four months provided that, among
other things, Coinmach's Consolidated Fixed Charge Coverage Ratio exceeds 2.10
to 1.00 (instead of 2.25 to 1.00 as previously required under the Indenture).
The consent solicitation with respect to the Amendment expired at 5:00
p.m., New York City time, on October 7, 1997, on or prior to which time Coinmach
had received consents from holders of at least a majority of the outstanding
principal amount of Series B Notes, the consents required to give effect to the
Amendment. Holders of Series B Notes that validly tender an accepted consent
form on or prior to October 14, 1997 in accordance with the terms of the Consent
Solicitation Statement are entitled to receive a consent fee in an amount of
$8.75 per $1,000 principal amount of Series B Notes (the "Consent Fee"). As of
October 7, 1997, there were $196,655,000 principal amount of Series B Notes
outstanding, and Coinmach had received valid consents from holders of
$192,043,000 principal amount of Series B Notes.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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c. Exhibits.
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The following exhibits are filed as part of this report.
99.1 Press release, dated October 7, 1997
99.2 Press release, dated October 8, 1997
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
Dated: October 8, 1997
COINMACH LAUNDRY CORPORATION
/s/ ROBERT M. DOYLE
By: ______________________________________
Robert M. Doyle
Senior Vice President
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EXHIBIT INDEX
EXHIBIT
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NUMBER DOCUMENT NUMBER
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99.1 Press Release, dated October 7, 1997 5
99.2 Press Release, dated October 8, 1997 6
Page 4 of 6
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EXHIBIT 99.1
CONTACT:
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Mr. Robert M. Doyle, Senior Vice President and
Chief Financial Officer; (516) 484-2300
Coinmach Laundry Corporation
FOR IMMEDIATE RELEASE:
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COINMACH CORPORATION ANNOUNCES
PRIVATE PLACEMENT OF $100 MILLION SENIOR NOTES
NEW YORK, NEW YORK, OCTOBER 7, 1997 - Coinmach Corporation, a wholly-owned
subsidiary of Coinmach Laundry Corporation (NASDAQ: WDRY), announced a private
placement (the "Offering") of $100 million aggregate principal amount of its 11
3/4% Series C Senior Notes due 2005 (the "Series C Notes") on substantially
identical terms as its outstanding Series B 11 3/4% Senior Notes due 2005. The
consummation of the Offering is subject to the satisfaction of certain
conditions and is expected to occur on October 8, 1997. Substantially all of
the proceeds of the Offering shall be applied to reduce Coinmach's outstanding
borrowings under its senior credit facility.
THE SERIES C NOTES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS
AMENDED, OR ANY STATE SECURITIES LAWS AND, UNLESS SO REGISTERED, MAY NOT BE
OFFERED OR SOLD EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT
SUBJECT TO, THE REGISTRATION REQUIREMENTS OF SAID ACT AND APPLICABLE STATE
SECURITIES LAWS.
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EXHIBIT 99.2
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CONTACT:
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Mr. Robert M. Doyle, Senior Vice President and
Chief Financial Officer; (516) 484-2300
Coinmach Laundry Corporation
FOR IMMEDIATE RELEASE:
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New York, New York, October 8, 1997 - Coinmach Corporation
("Coinmach"), a wholly-owned subsidiary of Coinmach Laundry Corporation (NASDAQ
National Market: "WDRY") announced today receipt of consents from the holders of
its Series B 11 3/4% Senior Notes due 2005 (the "Notes") necessary to modify the
covenant in its indenture restricting Coinmach's ability to incur debt. The
amendment, which will go into effect today, will provide Coinmach with greater
flexibility to incur additional indebtedness during the next twenty four months.
Notwithstanding the receipt of requisite consents, Coinmach (i) will continue to
accept consents from holders of the Notes until 5:00 p.m., New York City time on
Tuesday, October 14, 1997 and (ii) continue to pay a consent fee of $8.75 per
$1,000 principal amount of Notes to each such holder who tenders an accepted
consent in accordance with the terms of the consent solicitation on or prior to
that time.
Coinmach Laundry Corporation is the nation's leading provider of coin-
operated laundry equipment services for multi-family properties. Coinmach owns
and operates approximately 415,000 coin-operated washers and dryers on routes in
over 42,000 locations throughout the United States and northern Mexico.
Coinmach is also a distributor of laundromat equipment and turnkey laundromats.
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