===========================================================================
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): December 8, 1999
AMERICAN BANKNOTE CORPORATION
- ---------------------------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
DELAWARE
- ---------------------------------------------------------------------------
(State or Other Jurisdiction of Incorporation)
1-3410 13-0460520
- ------------------------------ -----------------------------------
(Commission File Number) (I.R.S. Employer Identification No.)
410 PARK AVENUE, NEW YORK, N.Y. 10022-4407
- ------------------------------------ -----------------------------------
(Address of Principal Executive Office) (Zip Code)
(212) 593-5700
- ---------------------------------------------------------------------------
(Registrant's Telephone Number, Including Area Code)
- ----------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
============================================================================
Item 5. Other Events
The information set forth in the press release issued by American
Banknote Corporation, attached hereto as Exhibit 99.1, is incorporated
herein by reference.
Item 7. Financial Statements, Pro Forma Financial Statements and Exhibits
(c) Exhibits
99.1 Press release of American Banknote Corporation dated
December 8, 1999.
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.
AMERICAN BANKNOTE CORPORATION
By: s/Patrick D. Reddy
-----------------------------
Patrick D. Reddy,
Vice President
Date: December 8, 1999
2
EXHIBIT INDEX
Item No.
99.1 Press release of American Banknote Corporation dated December 8, 1999.
3
American Banknote Corporation
410 Park Avenue
New York, New York 10022-4407
Contact: Patrick J. Gentile
Senior Vice President - Finance
(212) 593-5700 FOR IMMEDIATE RELEASE
AMERICAN BANKNOTE ANNOUNCES FILING OF PRE-NEGOTIATED
FINANCIAL RESTRUCTURING
NEW YORK, December 8, 1999-American Banknote Corporation announced that,
consistent with the previously announced agreement in principle with the
Informal Committee of the 11-1/4% Senior Subordinated Noteholders, it
has filed in the United States Bankruptcy Court for the Southern
District of New York a petition and plan of reorganization under
Chapter 11 so as to implement the consensual prearranged financial
restructuring whereby, among other things, holders of the
Corporation's 11-1/4% Senior Subordinated Notes will convert that
debt into shares of new common stock.
The restructuring will result in the substantial deleveraging of the
Company by cancelling, in its entirety, the existing $95 million (plus
accrued interest) of 11-1/4% Senior Subordinated Notes in exchange for
approximately 10.6 million shares of new common stock and by cancelling,
in its entirety, the existing Convertible Subordinated Notes in exchange
for approximately 221,000 shares of new common stock. The 10-3/8%
Senior Secured Notes will be amended to allow the Company to make the
next two interest payments due in December,1999 and June, 2000 with
additional notes in lieu of cash. In addition, the restructuring
contemplates that existing shareholders will receive approximately
900,000 shares of new common stock (subject to certain possible
adjustments) and 5 year warrants to purchase approximately 600,000
shares of new common stock in exchange for existing common stock
outstanding.
Under the proposed plan of reorganization, (I) obligations on the
Company's 11-5/8% Senior Unsecured Notes will be paid as they become due
(with past due interest paid on completion of the restructuring); and
(ii) trade obligations and ordinary course payables will also be paid as
they come due in accordance with customary terms. The restructuring
does not affect any of the Company's domestic and foreign subsidiaries
nor any of their respective creditors or employees.
"The debt restructuring has moved expeditiously with cooperation from
all concerned. American Banknote will emerge from this process with a
much improved capital structure and financial flexibility to grow and
expand its core businesses. We are very grateful for the support we are
receiving during this challenging time", said Morris Weissman, Chairman
& CEO.
<PAGE>
Implementation of the restructuring is subject to consummation of the
Chapter 11 plan, which requires, among other things, Court approval, and
no assurances of such approval can be given. This press release is not
an offer with respect to any securities or solicitation of acceptances
of a Chapter 11 plan. Such an offer or solicitation will be made in
compliance with all applicable laws.
American Banknote Corporation is a leading global full-service provider
of secure transaction solutions in carefully selected markets along
three major product groups: Transaction Cards & Systems, Printing
Services and Document Management, and Security Printing Solutions. A
combined strategy of operating along product lines and constant
expansion of its electronic transaction activities worldwide reflects
the rapidly changing field of commerce.
Statements regarding the restructuring or about future results made in
this release may constitute forward-looking statements within the
meaning of the Private Securities Litigation Reform act of 1995. These
statements are based on current expectations and the current economic
environment. The Company cautions that these statements are not
guarantees of future performance. They involve a number of risks and
uncertainties that are difficult to predict. Actual results could
differ materially from those expressed or implied in the forward-looking
statements. Important assumptions and other important factors that
could cause actual results to differ materially from those in the
forward-looking statements are specified in the Company's Annual Report
on Form 10-K and quarterly reports on Form 10-Q on file with the
Securities and Exchange Commission.
####
