Anchor Glass Expects Covenant Default Following Disappointing Financial Results; Board Appoints Restructuring Committee; Senior
July 18 2005 - 8:32PM
Business Wire
Anchor Glass Container Corporation (NASDAQ: AGCC) announced today
that as a result of substantially lower than expected results for
May and June 2005, the Company does not expect to be in compliance
with its fixed charge coverage ratio under its two revolving credit
agreements with Wachovia Bank NA and Madeleine LLC as well as its
capital leases with General Electric Credit Corporation. The
Company further announced that it is in discussions with these
lenders to seek waivers or modifications of their covenants. Based
on discussions with its revolving credit lenders, Anchor stated
that it expected to be able to draw funds under its revolving
credit facilities to pay ordinary course liabilities, but it noted
that the Company's expected non-compliance with its fixed charge
coverage ratio would permit the lenders to accelerate the maturity
of the indebtedness owing under these facilities if the lenders
determined to do so. The expected disappointing financial results
in the second quarter reflect weak sales and higher costs for
energy, soda ash and other raw materials, and freight, which the
Company has not been able to recover from customers on a current
basis. As a result, the Company has been unable to improve its
profitability or liquidity during the second quarter as had been
anticipated. The Company also stated that as a result of the
expected poor results and default under its revolving credit
agreements, there could be no assurance that it would be able to
pay the $19.2 million of interest due August 15, 2005 on its $350
million 11% senior secured notes due 2013. The failure to pay
interest when due, after a 30 day grace period, or the acceleration
of other indebtedness by the holders thereof, would constitute an
event of default under Anchor's senior secured notes and permit the
holders to accelerate the maturity of the senior secured notes. The
Company stated that it was in preliminary discussions concerning a
possible equity investment in the Company that would provide it
sufficient liquidity to enable it to make the interest payment, but
any agreement to provide that equity investment would likely be
subject to material conditions and there could be no assurance that
the equity investment would be consummated or as to the terms
thereof. Anchor announced that it is also exploring other
alternatives, which may include a restructuring of its indebtedness
and that, in that connection, a special committee of its
independent directors had been formed to guide a possible
restructuring. In the event that the Company is unable to obtain
necessary waivers and liquidity so as to make the interest payments
on its senior secured notes, or is unable to effect an out-of-court
restructuring of its indebtedness, the Company may be required to
file for bankruptcy protection under Chapter 11 of the U.S.
Bankruptcy Code. Any potential restructuring of Anchor's
indebtedness may result in substantial dilution to Anchor's
existing stockholders. Anchor also announced that its audit
committee had commenced a review of approximately $4.5 million of
customer payments received and recorded as income during the second
quarter of 2003 to determine if such accounting was appropriate.
The audit committee is also reviewing similar smaller transactions
recorded in other accounting periods prior to 2005 in order to
determine whether they were properly accounted for. Mark Burgess,
who joined Anchor as chief financial officer in May 2005, stated
that, "At this time, Anchor cannot determine whether it will be
able to make its SEC filing for the quarter ended June 30, 2005 in
a timely manner." About Anchor Anchor Glass Container Corporation
is the third largest manufacturer of glass containers in the United
States. It has eight strategically located facilities where it
produces a diverse line of flint (clear), amber, green and other
colored glass containers for the beer, beverage, food, liquor and
flavored alcoholic beverage markets. Forward-Looking Statements
This press release includes forward-looking statements.
Forward-looking statements include, without limitation, any
statement that may predict, forecast, indicate or imply future
results, performance or achievements. Forward-looking statements
involve risks and uncertainties faced by the Company including, but
not limited to, economic, competitive, governmental and
technological factors outside the control of the Company that may
cause actual results to differ materially from the forward-looking
statements. These risks and uncertainties may include the highly
competitive nature of the glass container industry and the intense
competition from makers of alternative forms of packaging;
fluctuations in the prices for energy, particularly natural gas,
and other raw materials; the Company's focus on the beer industry
and its dependence on certain key customers; the seasonal nature of
brewing and other beverage industries; volatility in demand from
emerging new markets; the Company's dependence on certain executive
officers; changes in environmental and other government
regulations; and actions that may be taken by creditors and
vendors. The Company operates in a changing environment in which
new risk factors can emerge from time to time. It is not possible
for management to predict all of these risks, nor can it assess the
extent to which any factor, or a combination of factors, may cause
actual results to differ materially from those contained in
forward-looking statements. All forward-looking statements are
subject to risks and uncertainties, including without limitation
those identified in the Company's annual report on Form 10-K, which
could cause actual results to differ from those projected. The
Company disclaims any obligation to update any forward-looking
statements.
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