(As originally reported on August 22) DURA Automotive Systems,
Inc. (OTC:DRRAQ) today announced that it has filed its Plan of
Reorganization (the "Plan") and the related Disclosure Statement with
the U.S. Bankruptcy Court for the District of Delaware. The Plan and
Disclosure Statement provide details on how DURA intends to treat more
than $1.3 billion of claims and emerge from Chapter 11 protection in
the fourth quarter of 2007.
"Today represents another significant step towards achieving our
goal of quickly emerging from Chapter 11 as a stronger, more
competitive company," said Larry Denton, Chairman and Chief Executive
Officer of Dura Automotive Systems. "This plan lays the foundation
for DURA to intensify its Global Automotive focus and deliver
unrivaled value to our customers. A solid financial structure,
attractive to both top industry talent and capital investments, will
bolster our ability to offer breakthrough innovation and
cost-competitive products."
DURA's Plan provides for the following creditor recoveries:
-- Cash payment in full of all allowed debtor-in-possession (DIP)
claims, administrative expenses, priority claims and second
lien secured claims;
-- Conversion of allowed senior notes and allowed general
unsecured claims of more than $75,000 (other than trade
claims) into between 57.4% to 60.7% of reorganized DURA's new
common stock; and
-- Cash payment in lieu of an equity distribution of all allowed
trade claims and allowed general unsecured claims of $75,000
or less.
The Plan further provides that there will be no recoveries for
subordinated notes' and convertible preferred securities' claims, nor
will the Company's common stock holders receive any recoveries.
The Plan will be partly funded through exit financing that the
Company intends to procure prior to emergence. Additional Plan funding
will come from a fully backstopped new money equity investment of
between $140 million to $160 million in exchange for between 39.3% and
42.6% of Reorganized Dura's common stock. Senior notes claims holders
that are accredited investors will be eligible to subscribe for their
pro rata shares of the new money investment.
On Aug. 15, 2007, the Bankruptcy Court authorized the Company to
enter into an Amended Backstop Agreement with Pacificor LLC to provide
the backstop commitment for the new money equity investment. Pursuant
to its backstop commitment, Pacificor will purchase any reorganized
DURA common stock not subscribed for by senior notes claims holders.
Additional Information and Next Steps
The Disclosure Statement is intended to provide DURA's creditors
with sufficient information necessary to evaluate and vote on the
Plan. Descriptions of creditor classes, a valuation analysis of the
Company, and details on the voting process and voter eligibility
requirements are included in the Disclosure Statement.
A hearing is scheduled for Sept. 26, 2007, at which time the Court
will evaluate DURA's Disclosure Statement to determine whether it
contains "adequate information" to enable creditors to vote to accept
the Plan. The Court will approve Plan solicitation procedures and
materials that will allow the Company to solicit votes to accept the
Plan. The Court will also set a hearing date for Plan confirmation.
Once the Disclosure Statement and solicitation procedures and
materials have been approved, the Company's balloting agent will
distribute ballots and accompanying support materials to parties
eligible to vote to accept or reject the Plan.
DURA was advised by AlixPartners, Kirkland & Ellis and Miller
Buckfire in connection with its Chapter 11 reorganization.
No Solicitation
Neither the Disclosure Statement that was filed today nor this
press release are solicitations for votes to accept the Plan. Parties
should refer to the Plan and the Disclosure Statement for information
regarding the Plan, creditor recoveries contemplated thereby and other
related matters.
About DURA Automotive Systems, Inc.
DURA Automotive Systems, Inc., is a leading independent designer
and manufacturer of driver control systems, seating control systems,
glass systems, engineered assemblies, structural door modules and
exterior trim systems for the global automotive industry. The company
is also a leading supplier of similar products to the recreation
vehicle (RV) and specialty vehicle industries. DURA markets its
automotive products to every North American, Asian and European
original equipment manufacturer (OEM) and many leading Tier 1
automotive suppliers. DURA is headquartered in Rochester Hills, Mich.
Information about DURA and its products is available on the Internet
at www.duraauto.com.
Forward-looking Statements
This press release may contain forward-looking statements within
the "safe harbor" provisions of the Private Securities Litigation
Reform Act of 1995, that reflect, when made, the Company's current
views with respect to current events and financial performance. Such
forward-looking statements are and will be, as the case may be,
subject to many risks, uncertainties and factors relating to the
Company's operations and business environment which may cause the
actual results of the Company to be materially different from any
future results, express or implied, by such forward-looking
statements. Factors that could cause actual results to differ
materially from these forward-looking statements include, but are not
limited to, the following: (i) the ability of the Company to continue
as a going concern; (ii) the ability of the Company to operate
pursuant to the DIP Credit Agreement; (iii) the Company's ability to
obtain court approval with respect to motions in the chapter 11
proceeding prosecuted by it from time to time; (iv) the ability of the
Company to develop, prosecute, confirm and consummate one or more
plans of reorganization with respect to the chapter 11 cases; (iv)
risks associated with third parties seeking and obtaining court
approval to terminate or shorten the exclusivity period for the
Company to propose and confirm one or more plans of reorganization,
for the appointment of a chapter 11 trustee or to convert the cases to
chapter 7 cases; (v) the ability of the Company to obtain and maintain
normal terms with vendors and service providers; (vi) the Company's
ability to maintain contracts that are critical to its operations;
(vii) the potential adverse impact of the chapter 11 cases on the
Company's liquidity or results of operations; (viii) the ability of
the Company to execute its business plans, and strategy, and to do so
in a timely fashion; (ix) the ability of the company to attract,
motivate and/or retain key executives and associates; (x) the ability
of the company to avoid or continue to operate during a strike, or
partial work stoppage or slow down by any of its unionized employees;
(x) general economic or business conditions affecting the automotive
and recreation and specialty vehicle industry (which is dependent on
consumer spending), either nationally or regionally, being less
favorable than expected; and (xi) increased competition in the
automotive components supply market. Other risk factors are listed
from time to time in the Company's United States Securities and
Exchange Commission reports, including, those contained herein. Dura
disclaims any intention or obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events and/or otherwise.
Similarly, these and other factors, including the terms of any
reorganization plan ultimately confirmed, can affect the value of the
Company's various pre-petition liabilities, common stock and/or other
equity securities. Additionally, no assurance can be given as to what
values, if any, will be ascribed in the bankruptcy proceedings to each
of these constituencies. A plan of reorganization could result in
holders of Dura's common stock receiving no distribution on account of
their interest and cancellation of their interests. Under certain
conditions specified in the Bankruptcy Code, a plan of reorganization
may be confirmed notwithstanding its rejection by an impaired class of
creditors or equity holders and notwithstanding the fact that equity
holders do not receive or retain property on account of their equity
interests under the plan. In light of the foregoing, the Company
considers the value of the common stock to be highly speculative and
cautions equity holders that the stock may ultimately be determined to
have no value. Accordingly, the Company urges that appropriate caution
be exercised with respect to existing and future investments in Dura's
common stock or other equity interests or any claims relating to
pre-petition liabilities.
