General Cable Corporation (the "Company"), (NYSE:BGC), announced
today that it has commenced a private offering, subject to market
conditions, of $325.0 million in aggregate principal amount of senior
floating rate notes and senior fixed rate notes (together, the
"Notes"). The Company expects the net proceeds from this offering will
be used to fund the recently announced tender offer for any and all of
the Company's outstanding $285.0 million in aggregate principal amount
of 9.5% Senior Notes due 2010, with any remaining net proceeds to be
used for general corporate purposes.
The Notes will be sold within the United States to qualified
institutional buyers in reliance on Rule 144A under the Securities Act
of 1933, as amended (the "Securities Act"). The Notes have not been
registered under the Securities Act or any state securities laws, and
unless so registered, may not be offered or sold in the United States
except pursuant to an exemption from the registration requirements of
the Securities Act and applicable state laws. This press release shall
not constitute an offer to sell or the solicitation of an offer to buy
any of these Notes, nor shall it constitute an offer, solicitation or
sale in any jurisdiction in which such offer, solicitation or sale is
unlawful.
Certain statements in this press release, including, without
limitation, statements regarding future financial results and
performance, plans and objectives, capital expenditures and the
Company's or management's beliefs, expectations or opinions, are
forward-looking statements. Actual results may differ materially from
those statements as a result of factors, risks and uncertainties over
which the Company has no control. Such factors include: the Company's
ability to maintain access to the capital markets to finance (on terms
favorable to the Company) the purchases of the Notes tendered in the
offer; reliance on dividends and other transfers from subsidiaries to
repay indebtedness; ability to service outstanding indebtedness; the
Company's failure to comply with covenants in existing and future
financing arrangements; covenants contained in existing indebtedness
that restrict the Company's business operations; downgrade in the
Company's credit ratings; ability to repurchase outstanding senior
notes; ability to pay the conversion price on convertible notes; the
economic strength and competitive nature of the geographic markets
that the Company serves; economic, political and other risks of
maintaining facilities and selling products in foreign countries;
changes in industry standards and regulatory requirements; advancing
technologies, such as fiber optic and wireless technologies;
volatility in the price of copper and other raw materials, as well as
fuel and energy and the Company's ability to reflect such volatility
in its selling prices; interruption of supplies from the Company's key
suppliers; the failure to negotiate extensions of the Company's labor
agreements on acceptable terms; the Company's ability to increase
manufacturing capacity and achieve productivity improvements; the
Company's dependence upon distributors and retailers for non-exclusive
sales of certain of the Company's products; pricing pressures in the
Company's end markets; the Company's ability to maintain the
uncommitted accounts payable or accounts receivable financing
arrangements in its European operations; the impact of any additional
charges in connection with plant closures and the Company's inventory
accounting practices; the impact of certain asbestos litigation,
unexpected judgments or settlements and environmental liabilities; the
ability to successfully identify, finance and integrate acquisitions;
the impact of terrorist attacks or acts of war that may affect the
markets in which the Company operates; the Company's ability to retain
key employees; the Company's ability to service debt requirements and
maintain adequate domestic and international credit facilities and
credit lines; the impact on the Company's operating results of
its pension accounting practices; the Company's ability to avoid
limitations on utilization of net losses for income tax purposes;
volatility in the market price of the Company's common stock; all of
which are more fully discussed in the Company's Annual Report on Form
10-K filed with the Securities and Exchange Commission on March 1,
2007, as well as any current and periodic reports filed with the
Commission. The Company undertakes no obligation to release publicly
the result of any revisions to these forward-looking statements that
may be made to reflect events or circumstances after the date hereof
or to reflect the occurrence of unanticipated events.
