High Voltage asks court to approve $197.5 million stalking horse bid for Robicon assets

By Caroline Salls

Pittsburgh, April 25 - High Voltage Engineering Corp.'s Chapter 11 Trustee requested that Siemens Energy and Automation, Inc. be designated the stalking horse for Robicon Corp. with a $197.5 million bid in a Monday filing with the U.S. Bankruptcy Court for the District of Massachusetts.

If a higher bidder emerges at the auction, Siemens will be paid a break-up fee and reimbursement of costs and expenses of up to $1 million.

Per the stalking horse agreement, Siemens deposited $20 million with the escrow agent.

Siemens must reimburse Robicon for cure costs of up to $2 million on any defaulted contracts.

The price will be adjusted for working capital changes and may be altered to reflect potential tax liabilities related to using Robicon's U.K. tax losses from previous years.

The Robicon assets to be sold include owned and leased real estate, machinery and equipment, inventory, accounts receivable, all customer and supplier orders and commitments and books and records.

The assets also include the capital stock of Robicon's subsidiaries located in Brazil, China, Canada and the United Kingdom.

Trustee Stephen S. Gray requested a hearing on the motion be held during the week of May 9. In a separate Monday filing, Gray said if the hearing is not held during the week of May 9, Siemens' right to terminate the stalking horse agreement may be triggered, "effectively jeopardizing the proposed sale."

According to the filing, the trustee's involvement in the agreement was key because High Voltage's consecutive bankruptcy filings created doubt about the value of Robicon's assets.

The trustee has stabilized Robicon's business and recommends the stalking horse bid as the best offer, the filing said.

Gray was appointed trustee after the court denied High Voltage's debtor-in-possession facility.

High Voltage filed for Chapter 11 of Feb. 8. Its case number is 05-10787.

The New Kensington, Pa., maker of industrial power control and surface analysis products previously emerged from Chapter 11 on Aug. 10, 2004 under a restructuring that converted its 10½% senior notes to equity in the reorganized company.

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