World Kitchen receives consent to amend 12% notes

New York, June 2 - WKI Holding Co., Inc. said it received the necessary consents from holders of its 12% senior subordinated notes due 2010 to amend the indenture to eliminate all restrictive covenants and certain default provisions and to make other amendments necessary to release all the collateral securing the notes.

The consent payment deadline was 5 p.m. ET on June 2.

WKI, the trustee under the indenture and the subsidiary guarantors have executed a supplemental indenture amending the notes but the amendments will not become operative until WKI completes the tender offer.

WKI expects more than 90% of the notes will be tendered.

WKI said on May 18 it had begun a tender offer for any and all of its $123.15 million of outstanding 12% senior subordinated notes due 2010 and was also soliciting consents to proposed changes to the notes' indenture.

In addition, if the tender offer and consent solicitation are completed, World Kitchen will no longer be obligated to file periodic and other reports with the Securities and Exchange Commission.

The company set a consent deadline of 5 p.m. ET on June 2 and said the offer would expire at 5 p.m. ET on June 16, with both deadlines subject to possible extension.

WKI/World Kitchen, a Reston, Va.-based maker of kitchenware under such popular trademarked brand names as CorningWare, Pyrex, Corelle, Revere, EKCO and Baker's Secret, said the total purchase price for validly tendered notes not subsequently withdrawn would be their $1,000 par value plus, as applicable, a consent payment equal to 3% of the principal amount of notes outstanding, paid pro rata based on the principal amount of notes tendered prior to the consent date.

A holder cannot tender notes without also delivering consents or deliver a consents without also tendering notes.

Completion of the tender offer is conditioned on the closing of the sale of World Kitchen's OXO International business - now completed - the valid tender of at least 70% of the outstanding principal amount of notes, approval of the tender offer by World Kitchen's senior revolving and term loan lenders, and certain other customary conditions.

World Kitchen expects to use the proceeds of the sale of the OXO International business to, among other things, purchase the notes in the tender offer. The sale of the OXO International business is expected to occur in early June.

J.P. Morgan Securities Inc. is the dealer-manager for the tender offer and consent solicitation (call Jacob Steinberg at 212 270-1814), and Bondholder Communications Group is the information agent (contact Urtha Pantri at 888 385-2663).

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.