Cenveo Corporation, Subsidiary of Cenveo, Inc., Accepts 8-3/8% Senior Subordinated Notes Due 2014 of Cadmus Communications Corpo
19 3월 2007 - 10:50PM
PR Newswire (US)
STAMFORD, Conn., March 19 /PRNewswire-FirstCall/ -- Cenveo, Inc.
(NYSE: CVO, "Cenveo") announced today that its wholly-owned
subsidiary, Cenveo Corporation, a Delaware corporation (the
"Company"), has accepted for purchase all $20,875,000 of the
outstanding $125,000,000 aggregate principal amount of 8-3/8%
Senior Subordinated Notes due 2014 of Cadmus Communications
Corporation (CUSIP No. 127587AD5) (the "Notes") that were validly
tendered and not withdrawn prior to 5:00 p.m., New York City time,
on March 16, 2007 (the "Consent Payment Deadline"). The Company had
made a cash tender offer to purchase any or all of the Notes
pursuant to its Offer to Purchase and Consent Solicitation
Statement dated March 5, 2007 (the "Offer to Purchase"). (Logo:
http://www.newscom.com/cgi-bin/prnh/20051021/LAF063LOGO ) The
tender offer and consent solicitation were subject to the
satisfaction of certain conditions, including receipt of consents
from holders of a majority of the outstanding Notes. The Company
has not received consents from holders of a majority of the
outstanding Notes and has determined to waive the condition that it
receive such consents. Accordingly, the Company will not make
proposed amendments to the indenture governing the Notes that
would, as contemplated by the Offer to Purchase, have eliminated
substantially all of the restrictive covenants and certain events
of default in the indenture. The Company will pay total
consideration of $1,015.00 per $1,000 principal amount of Notes to
holders who validly tendered and did not withdraw their Notes prior
to the Consent Payment Deadline. Any remaining Notes validly
tendered and not withdrawn before the Expiration Date (as defined
below) but after the Consent Payment Deadline will receive the
tender offer consideration of $1,005.00 per $1,000 principal amount
of Notes. The tender offer for Notes is scheduled to expire at 5:00
p.m., New York City time, on March 30, 2007. The complete terms and
conditions of the tender offer are described in the Offer to
Purchase, copies of which may be obtained by contacting MacKenzie
Partners, Inc., the information agent for the offer, at (212)
929-5500 (collect) or (800) 322-2885 (U.S. toll-free). Wachovia
Securities and JPMorgan are the dealer managers and solicitation
agents for the tender offer and consent solicitation. Additional
information concerning the tender offer and consent solicitation
may be obtained by contacting Wachovia Securities, Liability
Management Group, at (704) 715-8341 (collect) or (866) 309-6316 (US
toll-free) or JPMorgan, High Yield Capital Markets, at (212)
270-3994 (collect). This press release does not constitute an offer
to sell or a solicitation of an offer to buy any Notes or other
securities, nor shall there be any sale of any Notes or other
securities in any state or jurisdiction in which such an offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
This announcement is also not an offer to purchase or a
solicitation of consents with respect to, any Notes or other
securities. The tender offer and consent solicitation are being
made solely by the Offer to Purchase and Consent Solicitation
Statement dated March 5, 2007. Cenveo is one of North America's
leading providers of print and visual communications, with one-stop
services from design through fulfillment. The company's broad
portfolio of services and products include commercial printing,
envelopes, labels, packaging and business documents delivered
through a network of production, fulfillment and distribution
facilities throughout North America. Statements made in this
release, other than those concerning historical financial
information, may be considered "forward-looking statements," which
are based upon current expectations and involve a number of
assumptions, risks and uncertainties that could cause the actual
results to differ materially from such forward-looking statements.
In view of such uncertainties, investors should not place undue
reliance on our forward-looking statements. Such statements speak
only as of the date of this release, and we undertake no obligation
to update any forward-looking statements made herein. Factors that
could cause actual results to differ materially from management's
expectations include, without limitation: (1) our substantial
indebtedness impairing our financial condition and limiting our
ability to incur additional debt; (2) the terms of our indebtedness
imposing significant restrictions on our operating and financial
flexibility; (3) the potential to incur additional indebtedness,
exacerbating the above factors; (4) cross default provisions in our
indebtedness, which could cause all of our debt to become due and
payable as a result of a default under an unrelated debt
instrument; (5) our ability to successfully integrate acquisitions;
(6) intense competition in our industry; (7) the absence of
long-term customer agreements in our industry, subjecting our
business to fluctuations; (8) factors affecting the U.S. postal
services impacting demand for our products; (9) increases in paper
costs and decreases in its availability; (10) our history of losses
and ability to return to consistent profitability; (11) the
availability of the Internet and other electronic media affecting
demand for our products; (12) our labor relations; (13) compliance
with environmental rules and regulations; (14) dependence on key
management personnel; and (15) general economic, business and labor
conditions. This list of factors is not exhaustive, and new factors
may emerge or changes to the foregoing factors may occur that would
impact the Company's business. Additional information regarding
these and other factors can be found in Cenveo, Inc.'s periodic
filings with the SEC, which are available at
http://www.cenveo.com/. Inquiries from analysts and investors
should be directed to Robert G. Burton, Jr. at (203) 595-3005.
http://www.newscom.com/cgi-bin/prnh/20051021/LAF063LOGO
http://photoarchive.ap.org/ DATASOURCE: Cenveo, Inc. CONTACT:
Analysts and Investors, Robert G. Burton, Jr. of Cenveo, Inc.,
+1-203-595-3005 Web site: http://www.cenveo.com/
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