Nov 6 2009
Associated Materials, LLC ("Associated") announced today that it has completed its previously announced issuance of $200 million aggregate principal amount of 9.875% Senior Secured Second Lien Notes due 2016 (the "New Notes") in a private offering. The New Notes were co-issued by Associated Materials Finance, Inc., a wholly owned subsidiary of Associated ("Associated Finance").
The New Notes mature on November 15, 2016, and are senior secured obligations. The New Notes rank equally in right of payment with all of Associated's existing and future senior indebtedness and are guaranteed on a senior basis by all of Associated's existing and future U.S. domestic restricted subsidiaries that guarantee or are otherwise obligors under Associated's asset-based credit facilities.
The New Notes and guarantees are secured, subject to permitted liens, by second-priority liens on the domestic assets that secure Associated's credit facility indebtedness. The collateral consists of substantially all of the tangible and intangible assets of Associated and its domestic restricted subsidiaries.
The New Notes were offered in the United States in transactions exempt from the registration requirements under the Securities Act of 1933, as amended (the "Securities Act"). The New Notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration under, or an applicable exemption from the registration requirements of, the Securities Act.
Additionally, Associated announced that it has called for redemption all of its outstanding 9 3/4% Senior Subordinated Notes due 2012 (the "9 3/4% Notes") and all of its outstanding 15% Senior Subordinated Notes due 2012 (the "15% Notes"). As of the date hereof, $165,000,000 and $20,000,000.00 aggregate principal amount of each of the 9 3/4% Notes and the 15% Notes, respectively, are outstanding.
The 9 3/4% Notes and the 15% Notes will be redeemed on December 7, 2009 (the "Redemption Date"). The 9 3/4% Notes will be redeemed at a redemption price (the "9 3/4% Notes Redemption Price") of 101.625% of the principal amount of the 9 3/4% Notes to be redeemed, plus accrued interest to the Redemption Date, and the 15% Notes will be redeemed on the Redemption Date at a redemption price (the "15% Notes Redemption Price") of 101% of the principal amount of the 15% Notes to be redeemed, plus accrued interest to the Redemption Date. Interest on the 9 3/4% Notes and the 15% Notes called for redemption ceases to accrue on and after the Redemption Date.
In connection with the redemption of the 9 3/4% Notes and the 15% Notes, concurrently with the closing of the Notes Offering, Associated irrevocably deposited in trust with the 9 3/4% Notes Trustee and the 15% Notes Trustee, respectively, out of the proceeds from the Notes Offering, funds sufficient to pay the 9 3/4% Notes Redemption Price and the 15% Notes Redemption Price on the Redemption Date. As a result of such deposits, each of the 9 3/4% Notes Indenture and the 15% Notes Indenture was discharged concurrently with the closing of the Notes Offering (other than certain provisions relating to duties and obligations relating to the 9 3/4% Notes Trustee and the 15% Notes Trustee, respectively).
Source: http://www.associatedmaterials.com/