Waterford Wedgwood Announces Extraordinary General Meeting on Sale of All-Clad USA, Inc.
03 July 2004 - 12:55AM
PR Newswire (US)
Waterford Wedgwood Announces Extraordinary General Meeting on Sale
of All-Clad USA, Inc. - Waterford Wedgwood plc ("Waterford
Wedgwood" or "the Group") WATERFORD, Ireland, July 2 /PRNewswire/
-- Waterford Wedgwood announces that a circular containing details
of the Sale of All-Clad USA, Inc. ("All- Clad") is expected to be
published and posted to Stockholders later today ("Circular"). The
Circular includes notice of an Extraordinary General Meeting of the
Company convened to be held at 10.00 a.m. on Monday, 26 July, 2004
at The Shelbourne Hotel, St. Stephen's Green, Dublin 2, Ireland. A
resolution will be put to Stockholders at the Extraordinary General
Meeting to approve the sale of All-Clad on the terms previously
announced. Subject to such approval being received, it is expected
that the Sale will be completed as soon as practicable following
the Extraordinary General Meeting. All of the net proceeds of the
Sale will then be applied to reduce senior debt, specifically
approximately EUR147.0 million (US$178.8 million) of the Group's
Revolving Credit Facility and approximately EUR32.4 million
(US$40.2 million) of the Private Placement Notes. A further EUR3.2
million (US$4.0 million) representing a make-whole premium on the
Private Placement Notes will be satisfied by way of the issue of
additional notes in accordance with the terms thereof. Based on
amounts outstanding as at 31 March, 2004, the debt reduction
effected by the Sale is 63.8% of senior debt. In order to reinforce
the financial platform of the Group and allow it to continue the
operational restructuring being pursued by the Board, existing
credit facilities have also been supplemented by the procurement of
banking facilities of up to EUR40 million by way of subordinated
loans. These loans, which are not secured on Group assets, bear
interest at an average rate of LIBOR plus 1.5%. In the Circular,
the Group also comments that trading is broadly in line with the
same period in the previous fiscal year and at constant exchange
rates, volumes in the first quarter are expected to be 1% ahead of
the same period last year. The Company is also taking the
opportunity to propose a number of resolutions relating to the
share capital of the Company. The authorised share capital of the
Company and general allotment authorities of the Directors, which
have not been renewed for a number of years and which are now
almost entirely utilised, are proposed to be increased and renewed
respectively. Authority to disapply pre-emption rights is also
being sought, a standard resolution renewed by the Company on an
annual basis. Document Availability A copy of the Circular and of
the Form of Proxy for use in connection with the Extraordinary
General Meeting has been submitted to the Irish Stock Exchange and
the UK Listing Authority and will shortly be available for
inspection at the following locations: Company Announcements
Office, Irish Stock Exchange, 28 Anglesea Street, Dublin 2,
Ireland., Tel: +353 1 6174200 Financial Services Authority, 25 The
North Colonnade, Canary Wharf, London E14 5HS, United Kingdom.,
Tel: +44 (0)207 066 1000. DATASOURCE: Waterford Wedgwood CONTACT:
Waterford Wedgwood, +44-1782-282-299
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