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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) May 5, 1999
AMF BOWLING, INC.
(Exact name of registrant as specified in its charter)
Delaware 001-13539 13-3873268
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
8100 AMF Drive, Richmond, Virginia 23111
(Address of principal executive offices) (Zip Code)
N/A
(Former name or former address, if changed since last report)
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Item 5. Other Events
On May 5, 1999, the registrant announced a recapitalization plan. See attached
exhibit 99.1.
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.
Date: May 5, 1999 AMF BOWLING, INC.
By: /s/ Stephen E. Hare
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Stephen E. Hare
Executive Vice President, Chief
Financial Officer and Treasurer
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AMF Bowling, Inc. International Headquarters Post Office Box 15060
804.730.4000 Telephone
8100 AMF Drive 804.559.6276 Facsimile
Richmond, Virginia 23111 Richmond, Virginia 23227
FOR IMMEDIATE RELEASE Contact: Stephen E. Hare
May 5, 1999 Chief Financial Officer
(804) 730-4401
Renee D. Antolik
Director, Investor Relations
(804) 730-4402
(800) 832-0151
Press Release
AMF Bowling, Inc. Announces Recapitalization Plan
Rights Offering to Raise $140 Million of New Equity
Richmond, Virginia - May 5, 1999 - AMF Bowling, Inc. (NYSE: PIN) announced today
a recapitalization plan which includes a rights offering to raise approximately
$140 million and a tender for a portion of its outstanding convertible zero
coupon debentures at a discount.
AMF intends to effect a rights offering in which all AMF stockholders would
receive rights to purchase new AMF common shares. AMF will apply to list the
rights on the New York Stock Exchange. The rights would also have an over-
subscription privilege pursuant to which participating stockholders could elect
to purchase a proportionate share of the shares not purchased in the rights
offering by other stockholders. The number of rights per share to be offered
and the exercise price of the rights have not been determined. Certain of AMF's
significant stockholders are currently expected to participate fully in the
rights offering, subject to final terms and conditions, but they are not
obligated to do so. The rights offering is expected to raise approximately $140
million. The offering would be made only by means of a prospectus filed as part
of an effective registration statement under the Securities Act of 1933, as
amended.
The Company currently intends to use a portion of the proceeds of the rights
offering to make a tender offer for the Company's outstanding convertible zero
coupon debentures. The Company currently intends to tender for a minimum of 45%
and up to 60% of the outstanding debentures at an indicated price not to exceed
14% of face value. Affiliates of Goldman Sachs and Kelso & Company, who
together own approximately 44% of the outstanding debentures, have indicated
that they currently expect to tender their debentures pursuant to the tender
offer, subject to pro ration, and subject to the conditions and prices thereof,
but they are not obligated to do so.
A portion of the proceeds of the rights offering would also be used to fund
future bowling center acquisitions, along with funds that may be available under
the Company's credit agreement, and for general corporate purposes. AMF has
requested that, in connection with its recapitalization plan, the lenders under
its credit agreement provide the Company with (i) the ability to increase the
pace of its center acquisition program on a selective basis, (ii) greater
financial flexibility under the covenants contained in its credit agreement and
(iii) certain other modifications.
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The commencement of the rights offering and the tender offer are subject to
approval by the Board of Directors of the final terms and pricing. The rights
offering and the tender offer are expected to be conditioned upon each other.
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As the largest owner and operator of bowling centers in the world, AMF is a
leading provider of family fun and recreation. The Company owns and operates
545 bowling centers throughout the world, with 422 centers in the U.S. and 123
centers in 10 countries. AMF is also a world leader in the manufacturing and
marketing of bowling products, manufactures and sells the PlayMaster and
renaissance brands of billiards tables and owns the Michael Jordan Golf Company.
A registration statement relating to the rights offering has been filed with the
Securities and Exchange Commission but has not yet become effective. The
securities referenced herein may not be sold nor may offers to buy be accepted
prior to the time the registration statement becomes effective. The rights
offering will be made only be means of a prospectus. This press release is not
an offer or the solicitation of an offer to buy or sell any securities of AMF,
and no such offer or solicitation will be made except in compliance with
applicable securities laws.
This press release contains forward-looking statements that are based upon the
Company's estimates and expectations concerning future events and are subject to
certain risks and uncertainties that could cause actual results to differ
materially, all of which are difficult or impossible to predict and many of
which are beyond the control of AMF. In light of the significant uncertainties
inherent in forward-looking statements, the including of such forward-looking
statements should not be regarding as a representation that the Company's
objectives or plans will be realized. The Company does not hereby undertake to
update such forward-looking statements.
