CROWN VANTAGE INC
8-K, 2000-03-21
PAPER MILLS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT



     Pursuant to Section 15 or 15(d) of the Securities Exchange Act of 1934


   Date of Report (Date of earliest event reported)           March 13, 2000
                                                     -----------------------



                               CROWN VANTAGE INC.
                               ------------------
             (Exact name of registrant as specified in its charter)


         Virginia                        1-13868       54-1752384
- -----------------------------------  -----------   ------------------
     (State or other jurisdiction    (Commission   (IRS Employer
           of incorporation)         File Number)  Identification No.)


    4445 Lake Forest Drive, Suite 700, Cincinnati, OH            45242
- -------------------------------------------------------      -------------
     (Address of principal executive offices)                 (Zip Code)



Registrant's telephone number, including area code        (513) 769-7555
                                                     ------------------------



          300 Lakeside Drive, Oakland CA          94612-3592
        ---------------------------------       --------------
         (Former name or former address, if changed since last report)
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                                   SIGNATURES

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.



                                                CROWN VANTAGE INC.



March 17, 2000                   /s/ Michael J. Hunter
                                 ----------------------
                                     Michael J. Hunter
                                 Senior Vice President, Chief Accounting Officer
<PAGE>

Item 5.  Other Events.

     See exhibit 99.1 and 99.2 for copies of news releases.


Item 7.  Financial Statements and Exhibits.

(c)     Exhibits

        Exhibit No.                               Description
- ---------------------  --------------------------------------------------------

          99.1         Agreement announced March 13, 2000 regarding
                       forbearance agreement with existing bank lenders until
                       March 20, 2000.

          99.2         News Release dated March 15, 2000: Crown Vantage Files
                       for Chapter 11 Reorganization, Receives $100 Million
                       Debtor-in-Possession Financing.

<PAGE>

                                                                    Exhibit 99-1

Cincinnati, Ohio
March 13, 2000

           CROWN VANTAGE ENTERS INTO FORBEARANCE AGREEMENT WITH BANKS

Cincinnati, Ohio - March 13, 2000 - Crown Vantage (OTC Bulletin Board: CVAN)
announced today that it has entered into a forbearance agreement with its
existing bank lenders until March 20, 2000.  Under the forbearance agreement,
the bank lenders will not exercise remedies available to them under the bank
credit agreement as a result of Crown Vantage's existing violations of the
credit agreement.

As previously announced, the Company's lenders waived until March 10th a default
under the Company's bank credit agreement that would otherwise have occurred on
March 1st.

Crown Vantage is one of the world's leading manufacturers of value-added papers
for printing, publishing and specialty packaging.  With nine mills
internationally, the Company has capacity to manufacture more than 750,000 tons
of specialty papers per year.  The Company's diverse products are tailored for
the special needs of target markets.  End users include specialty magazines and
catalogs, financial printing and corporate communications, packaging and product
labels, coffee filters and disposable medical garments - and hundreds more.  For
more information, visit www.crownvantage.com.

Safe Harbor Statement: This news release contains certain forward-looking
statements concerning Crown Vantage's positioning for the future. As required by
the Private Securities Litigation Reform Act of 1995, the company advises that
forward-looking statements are subject to risks and uncertainties that could
cause actual results to differ materially from those stated or inferred. These
could include the failure of Crown Vantage to improve financial results or to
maintain liquidity; the ability of the company to obtain liquidity; the ability
of the company to close on a recapitalization; the inability of the company to
successfully amend debt covenants for fiscal 2000; sudden marketing changes in
product pricing or the cost of raw materials; failure of the company to
successfully implement its value-added marketing strategy or other uncertainties
listed from time to time in the company's filings with the SEC.

                                   - # # # -

<PAGE>

                                                                    Exhibit 99.2

Cincinnati, Ohio
March 15, 2000

               CROWN VANTAGE FILES FOR CHAPTER 11 REORGANIZATION

              Receives $100 Million Debtor-in-Possession Financing


Cincinnati, Ohio - March 15, 2000 - Crown Vantage (OTC Bulletin Board: CVAN)
announced today that it has filed voluntary petitions in the U.S. Bankruptcy
Court for the Northern District of California, Oakland Division, to reorganize
under Chapter 11 of the U.S. Bankruptcy Code.  The Company said that it
initiated the Chapter 11 cases because they offered the most viable way to
access new working capital and restructure finances while continuing normal
operations.

Crown Vantage's operations in the U.K. are not included in the filing.  This
allows the U.K. mills to continue to operate apart from any Court supervision.
There should be no change in their day-to-day business.

To ensure that it has the capital necessary to continue operating its business
as normal during the restructuring process, the Company said that it has
arranged for $100 million in debtor-in-possession (DIP) financing from Morgan
Guaranty Trust Company of New York as administrative agent, The Chase Manhattan
Bank as syndication agent, and a group of institutional lenders.  Morgan
Guaranty is the administrative agent for the Company's current pre-petition
credit facility.  The Company has sought and expects to receive the Court's
approval to pay employee salaries, wages and benefits without interruption. The
DIP financing will enable the Company to pay for the post-petition delivery of
goods and services and continue operations and administration necessary to meet
customer demands.  Borrowings under the DIP facility are subject to Court
approval.

"After evaluating a number of alternatives for recapitalization, we chose to
implement our restructuring through a Chapter 11 filing because it provides the
most appropriate and efficient means by which the Company can resolve its long-
term financial problems and reduce indebtedness," said Robert Olah, president
and chief executive officer of Crown Vantage.  "While under the protection of
the Bankruptcy Court, we now have the flexibility to restructure our pre-
petition obligations and gain access to additional working capital that should
ensure that day-to-day operations are minimally impacted."

Crown Vantage is one of the world's leading manufacturers of value-added papers
for printing, publishing and specialty packaging.  With nine mills
internationally, the Company has capacity to manufacturer more than 750,000 tons
of specialty papers per year.  The Company's diverse products are tailored for
the special needs of target markets.  End users include specialty magazines and
catalogs, financial printing and corporate communications, packaging and
<PAGE>

product labels, coffee filters and disposable medical garments - and hundreds
more. For more information, visit www.crownvantage.com.
                                  --------------------

Safe Harbor Statement: This news release contains certain forward-looking
statements concerning Crown Vantage's positioning for the future. As required by
the Private Securities Litigation Reform Act of 1995, the company advises that
forward-looking statements are subject to risks and uncertainties that could
cause actual results to differ materially from those stated or inferred. These
could include the failure of Crown Vantage to improve financial results or to
maintain liquidity; the ability of the company to obtain liquidity; the ability
of the company to close on a recapitalization; the inability of the company to
successfully amend debt covenants for fiscal 2000; sudden marketing changes in
product pricing or the cost of raw materials; failure of the company to
successfully implement its value-added marketing strategy or other uncertainties
listed from time to time in the company's filings with the SEC.


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