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
Date of Report (Date of earliest event reported):
June 9, 2000
SAFELITE GLASS CORP.
--------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 333-21949 13-3386709
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
1105 Schrock Road
Columbus, Ohio 43229
--------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
--------------------------------------------------------------------------------
(614) 842-3000
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed from last report)
<PAGE>
Item 5. Other Events.
On June 9, 2000 Safelite Glass Corp. filed for protection under chapter
11 of title 11 of the United States Code (the "Bankruptcy Code") in the United
States Bankruptcy Court for the District of Delaware (the "Court").
In conjunction with the chapter 11 filing, Safelite filed a disclosure
statement and pre-negotiated plan of reorganization and debt restructuring to
the Court (the "Plan") which enjoys the support of over 75% of the Safelite's
senior secured banks and bondholders.
In connection with the submission of the Plan, the Court approved
Safelite's first day motions including: continuation of all Safelite associate
compensation and benefit plans, all customer sales, support, warranties and
service activities, all insurance policies and payments due to the Company's
vendors. Safelite has also negotiated credit facilities to assist in funding
operations during the bankruptcy process.
A copy of the two Company press releases announcing these transactions
are attached hereto as Exhibits 99.1 and 99.2 and are incorporated herein by
reference.
Item 7. Financial Statements and Exhibits.
(a) Financial statements of business acquired: None
(b) Pro forma financial information: None
(c) Exhibits:
99.1 Press Release issued by Safelite Glass Corp. on June 9, 2000
99.2 Press Release issued by Safelite Glass Corp. on June 9, 2000
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
SAFELITE GLASS CORP.
Dated: June 20, 2000 By: /s/ Douglas A. Herron
--- --- -----------------
Name: Douglas A. Herron
Title: Chief Financial Officer
<PAGE>
EXHIBIT INDEX
Exhibit
Number Description
99.1 Press Release issued by Safelite Glass Corp. on June 9, 2000.
99.2 Press Release issued by Safelite Glass Corp. on June 9, 2000.
<PAGE>
Contact:
June 9, 2000 MEDIA: Dee Uttermohlen
(614) 842-3017
FINANCIAL: Poe Timmons
(614) 842-3325
Columbus, Ohio - (June 9, 2000) - Safelite Glass Corp. today announced that, as
part of a pre-negotiated plan to restructure its debt, it has filed for
protection under Chapter 11 of the Federal bankruptcy laws in the U.S.
Bankruptcy Court for the District of Delaware.
The company has taken the action as part of its efforts to reorganize its
capital structure and preserve value for its creditors. Safelite management has
submitted a "pre-negotiated" reorganization plan, and gained agreement to the
plan from over 75% of their banks and bondholders. The filing is an
administrative action to gain 100% approval from the remaining bank and
bondholder creditors.
"By going to the court with a pre-negotiated plan, we will be able to move more
quickly through the legal process. We expect to emerge from the process in
September as a stronger company," said John Barlow, Safelite President and CEO.
"This is the final step in the process of reorganizing Safelite to preserve its
value, while ensuring continued quality service for our customers," Barlow
continued. "We are a profitable company with sufficient cash flow to fund our
operations, and this filing will help us emerge with a stronger balance sheet by
reducing our debt."
The company said it has taken all actions required to gain immediate court
approval to permit continuation of all Safelite associate compensation and
benefits plans; all customer sales, support, warranties, and service activities;
all insurance policies; and payment of funds due to suppliers of essential goods
and services. As a third-party administrator of a number of insurance glass
programs, Safelite has also ensured its ability to pay independent auto glass
shops. The company has also negotiated credit facilities to assist in funding
operations during the court process.
Safelite has determined it is in the best interest of its customers and
financial stakeholders to seek Chapter 11 protection as a way to quickly
finalize its pre-negotiated debt restructuring plan. The company expects to
emerge from protection in September. "Safelite is proud to be the nation's
leading choice for quality automotive glass repair and replacement solutions.
Our organization's commitment to be the industry leader has created strong
long-term client relationships and high customer satisfaction ratings that we
can all take pride in and seek to continue and improve upon," continued Barlow.
Additionally, the company plans to move forward with previously announced
strategic initiatives. Recently, Safelite embarked on several new initiatives
that will propel the company's growth through 2000: Mobile Pro allows Safelite
to have business presence in smaller markets; Service AutoGlass provides a
wholesale distribution channel for windshield products manufactured by the
company's two manufacturing plants, and Repair Medics decreases claim severity
for Safelite's insurance clients, while building brand recognition through
consumer marketing.
Additional updates to this story will be filed this afternoon and thereafter, as
more information becomes available.
Founded in 1947, Safelite Glass Corp. operates two manufacturing facilities, 80
auto glass warehouses, and more than 500 Safelite(R) AutoGlass service centers
in 50 states, employing more than 6,000 associates nationwide.
<PAGE>
Contact:
June 9, 2000 MEDIA: Dee Uttermohlen
(614) 842-3017
FINANCIAL: Poe Timmons
(614) 842-3325
Safelite Glass Corp. Takes First Steps in Restructuring
Columbus, Ohio - (June 9, 2000) - Safelite Glass Corp. gained approval for the
important first steps in a financial reorganization that will result in a 50%+
reduction in the Company's long-term debt.
The Company's first day motions were approved by the court late today. These
motions included: continuation of all Safelite associate compensation and
benefits plans; all customer sales, support, warranties, and service activities;
all insurance policies; and payment of funds due to the company's vendors. As a
third-party administrator of a number of insurance and fleet glass programs,
Safelite has also ensured its ability to pay independent auto glass shops. The
company has also negotiated credit facilities to assist in funding operations
during the court process.
The company has taken the action as part of its efforts to reorganize its
capital structure and preserve value for its creditors. Safelite management has
submitted a "pre-negotiated" reorganization plan, and gained agreement to the
plan from over 75% of their banks and bondholders. The filing will allow the
Company to complete their restructuring while continuing with business as usual.
"We are delighted to see the first day motions approved by the court," said
Safelite President and CEO John Barlow. "This means that business will continue
as usual for our associates, our vendors, independent shop partners, and our
clients and their customers. Safelite will be able to maintain our traditionally
high levels of service with virtually no disruption."
Founded in 1947, Safelite Glass Corp. operates two manufacturing facilities, 80
auto glass warehouses, and more than 500 Safelite(R) AutoGlass service centers
in 50 states, employing more than 6,000 associates nationwide. The Company filed
for Chapter 11 reorganization this morning.
