Furniture Brands Announces Court Approval for Enhanced "Stalking Horse" Bid
for Company's Assets
Preliminary Agreement Reached for KPS Capital Partners to Acquire Assets
Including Lane Business for $280 Million
Includes Enhanced Terms on DIP Financing
Extends Offers of Employment to Substantially All Current Employees
ST. LOUIS, Oct. 3, 2013 (GLOBE NEWSWIRE) -- Furniture Brands International
("Furniture Brands" or "the Company") today announced that it has entered into
an asset purchase agreement with KPS Capital Partners L.P. ("KPS") to acquire
substantially all of the Company's assets for $280 million, including the
Company's Lane business.
In addition, Furniture Brands has filed a motion seeking authorization from
the U.S. Bankruptcy Court for the District of Delaware the Honorable Judge
Christopher S. Sontchi presiding, to conduct an auction process for the
Company. Under Section 363 of the U.S. Bankruptcy Code, KPS would serve as the
"stalking horse" bidder in the proposed auction, establishing a minimum value
of the Company's assets.
The Court entered an interim order under which KPS will replace Oaktree
Capital Management L.P. as the DIP lender to ensure its operations will
continue uninterrupted and to set a final hearing for October 11, 2013. KPS
has committed to fund up to approximately $190 million as the DIP lender.
In order to maximize the asset price of the Company's brands, the acquisition
agreement would allow for additional qualified prospective bidders to enter an
auction process with KPS, in accordance with procedures established by the
Court. The Court authorized the Company to proceed with an auction of the
Company's assets on or before December 10, 2013, subject to the approved
bidding procedures, and set December 5, 2013 as the deadline for any bids.
Ralph Scozzafava, Chairman of the Board and CEO of Furniture Brands commented:
"The KPS bid for our business establishes a solid foundation as we move toward
a successful emergence from Chapter 11.The KPS bid also enhances our
creditors' return with a higher total price as well as enhanced DIP financing
terms.We are also pleased that KPS has extended an offer of employment to
substantially all of our current employees."
Scozzafava concluded: "The continued interest in the Company and brands
demonstrates their significant value. We will continue to work diligently
through this reorganization process to serve the best interest of our
stakeholders including our customers, dealers, employees and partners. We
believe this enhanced bid illustrates the long term merits of our future as a
healthy, standalone business and our ability to emerge from this process as a
strong standalone business going forward."
Based on the current stalking horse bid, shareholders will not receive any
distribution or recovery on account of their common stock.
Furniture Brands and certain of its affiliates commenced cases to reorganize
under chapter 11 of the U.S. Bankruptcy Code on September 9, 2013. The chapter
11 cases are being jointly administered under case number 13-12329.
Additional information about the restructuring is available at the Company's
website www.furniturebrands.com. For access to Court documents and other
general information about the Chapter 11 cases, please visit:
About Furniture Brands
Furniture Brands International (OTC:FBNIQ) is a world leader in designing,
manufacturing, sourcing and retailing home furnishings.Furniture Brands
markets products through a wide range of channels, including company owned
Thomasville retail stores and through interior designers,
multi-line/independent retailers and mass merchant stores. Furniture Brands
serves its customers through some of the best known and most respected brands
in the furniture industry, including Thomasville, Broyhill, Lane, Drexel
Heritage, Henredon, Pearson, Hickory Chair, Lane Venture, Maitland-Smith and
LaBarge. To learn more about the company, visit www.furniturebrands.com
Cautionary Statement Regarding Forward-Looking Statements
Matters discussed in this document and in our public disclosures, whether
written or oral, relating to future events or our future performance,
including any discussion, express or implied, of our anticipated growth,
operating results, future earnings per share, or plans and objectives, contain
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These
statements are often identified by the words "will," "believe," "positioned, "
"estimate," "project," "target," "continue," "intend," "expect," "future,"
"anticipates," and similar expressions that are not statements of historical
fact. These statements are not guarantees of future performance and involve
certain risks, uncertainties and assumptions that are difficult to predict.
Our actual results and timing of certain events could differ materially from
those anticipated in these forward-looking statements as a result of certain
factors, including, but not limited to, those set forth under "Risk Factors"
in our Annual Report on Form 10-K for the year ended December 29, 2012, and in
our other subsequent public filings with the Securities and Exchange
Commission. Such factors include, but are not limited to: failure to identify
and successfully implement strategic initiatives; changes in economic
conditions; loss of market share due to competition; changes in our pension
funding obligations; failure to forecast demand or anticipate or respond to
changes in consumer tastes and fashion trends; failure to achieve projected
mix of product sales; business failures of large customers; distribution
realignments; inventory write-downs; sales distribution and manufacturing
realignments; continued operating losses; loss of or reduction in trade
credit; ability to service or refinance our debt; restrictions in our credit
facilities; increased reliance on offshore sourcing of various products;
fluctuations in the cost, availability and quality of raw materials; product
liability uncertainty; environmental regulations; future acquisitions or
dispositions; possible delisting of our common stock; loss of key personnel;
impairment of intangible assets; anti-takeover provisions which could result
in a decreased valuation of our common stock; our inability to secure
additional financing to meet our operating and capital needs; our ability to
open and operate new retail stores successfully; disruptions of our IT
systems; failure to maintain and upgrade our IT systems; and fluctuations in
our common stock. It is routine for internal projections and expectations to
change as the year or each quarter in the year progresses, and therefore it
should be clearly understood that all forward-looking statements and the
internal projections and beliefs upon which we base our expectations included
in this report or other periodic reports are made only as of the date made and
may change. While we may elect to update forward-looking statements at some
point in the future, we do not undertake any obligation to update any
forward-looking statements whether as a result of new information, future
events or otherwise.
CONTACT: Investor contacts:
VP, Controller, Treasurer and Investor Relations
Anton Nicholas/Phil Denning, ICR, 203-682-8200
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