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FOR IMMEDIATE RELEASE
CONTACT: William Teeple
Moll Industries, Inc.
865-329-5365
MOLL INDUSTRIES, INC. ANNOUNCES AMENDMENT TO PARTIAL TENDER OFFER AND CONSENT
SOLICITATION FOR SENIOR NOTES
KNOXVILLE, TN (July 18, 2000)--Moll Industries, Inc. (the "Company") announced
today that it has amended certain terms of its pending tender offer (as amended,
the "Offer") and consent solicitation (as amended, the "Solicitation") relating
to its outstanding $100 million principal amount of 11-3/4% Senior Notes due
2004.
The Company is now offering to purchase up to $50 million aggregate principal
amount of Notes for cash, for total consideration of $850 per $1,000 principal
amount, plus accrued and unpaid interest, upon the terms and conditions
specified in the Amendment to Offer to Purchase dated July 18, 2000. Holders
representing a majority of the outstanding principal amount of the Notes have
agreed to tender their Notes pursuant to the amended Offer.
As previously announced, the Company is soliciting consents (the "Consents")
to (i) increase permitted secured bank debt to a level consistent with the
level allowed under the Company's Senior Subordinated Notes indenture and
(ii) modify the asset sale clause to reflect the Company's agreement on
application of proceeds from a to-be-determined level of future asset sales
(the "Proposed Amendments"). The Offer with respect to the Notes will be
conducted in connection with the closing of certain financing arrangements
contemplated by the Company (the "Financing"). The Financing is currently
expected to be completed during the first week of August.
In accordance with the terms of the Offer; holders of Notes that are validly
tendered and not withdrawn prior to the Consent Date will receive a price (the
"Purchase Price") of $840 per $1,000 principal amount of Notes that are accepted
for purchase; plus a consent payment (the "Consent Payment") of $10 per $1,000
principal amount of such Notes, for total consideration (the "Total
Consideration") of $850.00 per $1,000
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principal amount of such Notes, plus accrued and unpaid interest to the
Settlement Date. Holders of Notes that are not accepted for payment will not
receive a Consent Payment.
As amended, holders may not consent to the Proposed Amendments without tendering
their Notes.
The Offer and the Solicitation will each expire at 5:00 p.m., New York City
time, on August 1, 2000 (the "Expiration Date"), unless extended or earlier
terminated. The Company's obligations in respect of the Offer and the
Solicitation are conditioned upon, among other things, the closing of the
Financing, the Consent to the Proposed Amendments from the Holders of at least a
majority of the outstanding principal amount of the Notes (the "Requisite
Consents") and the satisfaction of the other conditions set forth in the Offer
to Purchase.
The Company will settle all payment obligations with respect to Notes accepted
for purchase pursuant to the Offer and pay the Consent Payment to Holders
entitled thereto simultaneously within 3 business days following the Expiration
Date (the "settlement Date"). On the Settlement Date, the Company will also
enter into a Supplemental Indenture with respect to the Proposed Amendments.
Assuming satisfaction of all necessary conditions, the Company currently
anticipates that the Settlement Date will be August 4, 2000.
Banc of America Securities LLC is the exclusive dealer manager and the
solicitation agent for the Offer and the Solicitation. D.F. King & Co., Inc. is
acting as information agent for the Offer and Solicitation. The depositary for
the Offer and Solicitation is State Street Bank and Trust Company. Copies of the
Amendment to the Offer and Solicitation dated July 18, 2000 may be obtained from
the information agent at 212/269-5550 or 800/269-6427.
Located in Knoxville, Tennessee, Moll Industries, Inc. (a Delaware corporation)
is a leading full service manufacturer and designer of custom molded and
assembled plastic components for a broad variety of customers and end markets
throughout North America and Europe.
This press release does not constitute an offer to purchase the Notes or a
solicitation of consents to amend the related indenture.
