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Consolidated Container Company Announces Cash Tender Offers and
Consent Solicitations for Outstanding Senior Secured Discount Notes and Senior Subordinated Notes
ATLANTA, GA – February 23, 2007 – Consolidated Container Company ("CCC") announced today that
it has commenced tender offers (the "Offers") to purchase for cash any and all
of the outstanding $207,000,000 aggregate principal amount at maturity of 10
3/4% Senior Secured Discount Notes due 2009 (CUSIP Nos. 20902YAF9 and 20902YAD4)
of CCC and Consolidated Container Capital, Inc. ("Capital") and the outstanding
$185,000,000 principal amount of 10 1/8% Senior Subordinated Notes due 2009
(CUSIP No. 20902YAC6) of CCC and Capital (collectively, the "Notes") and
consent solicitations (the "Solicitations") for certain proposed amendments to
the indentures pursuant to which the Notes were issued, as well as the release
of liens related to the Senior Discount Notes.
Holders of Notes must tender their Notes and deliver their consents at or prior
to 5:00 p.m., New York City time, on March 8, 2007, unless such time and date is
extended or earlier terminated (the "Consent Date"), to be eligible to receive
the applicable Total Consideration (as defined hereafter). Holders of Notes who
tender their Notes after the Consent Date but at or prior to 11:59 p.m., New
York City time, on March 22, 2007, unless such time and date is extended or
earlier terminated (the "Expiration Date"), will be eligible to receive the
applicable Tender Offer Consideration (as defined hereafter). Holders who
tender Notes must also deliver consents to the proposed amendments with respect
to such Notes and the indenture which governs such Notes, as well as the release
of liens related to the Senior Discount Notes. Holders may not deliver consents
without also tendering their Notes, and holders who have validly tendered their
Notes will be deemed by such tender to have delivered their consents.
The "Total Consideration" to be paid for each Note validly tendered and
accepted for payment at or prior to the Consent Date, will be equal to (i)
$1,040.60 for each $1,000 principal amount at maturity of Senior Secured
Discount Notes and (ii) $1,014.00 for each $1,000 principal amount of Senior
Subordinated Notes. The Total Consideration for each note so tendered
includes a consent premium of $30.00 per $1,000 principal amount at maturity
or principal amount, as applicable.
The "Tender Offer Consideration" to be paid for each Note validly tendered and
accepted for payment after the Consent Date but at or prior to the Expiration
Date, will be equal to (i) $1,010.60 for each $1,000 principal amount at
maturity of Senior Secured Discount Notes and (ii) $984.00 for each $1,000
principal amount of Senior Subordinated Notes. Holders of Notes who validly
tender and do not validly withdraw their Notes in the Offers will also be
eligible to receive accrued and unpaid interest from the last interest payment
to, but not including, the settlement date, payable on the settlement date. The
settlement date is expected to occur promptly after the Expiration Date.
The Offers will be conditioned upon, among other things, the consummation of new
senior secured credit facilities in an aggregate principal amount of $740.0
million (consisting of a $100.0 million asset-based revolving credit facility, a
$390.0 million first lien term loan facility and a $250.0 million second lien
term loan) or other similar financing, on certain terms and conditions
satisfactory to CCC, which terms may be revised in CCC's sole discretion. CCC
intends to use a portion of the proceeds from such financing to fund the
purchase of the Notes in connection with the Offers, to refinance CCC's other
secured indebtedness and for working capital, acquisitions and other corporate
purposes.
Lehman Brothers Inc. is serving as the dealer manager for the Offers and
solicitation agent for the Solicitations. Questions about the Offers should be
directed to Lehman Brothers Inc., toll-free at (800) 438-3242 or (212) 528-7581
(collect), attention: Liability Management. The information agent for the
Offers is D.F. King & Co. Inc. Requests for additional sets of the tender offer
materials may be directed to D.F. King & Co. Inc., by calling toll-free at (800)
758-5378.
This press release is not an offer to purchase or a solicitation for consent in
any state or jurisdiction in which such offer or solicitation would be unlawful
prior to registration or qualification under the securities law of any such
state or other jurisdiction. The Offers and Solicitations are only made
pursuant to the terms of the Offer to Purchase and Consent Solicitation
Statement, dated February 23, 2007.
Consolidated Container Company, which was formed in 1999, is a leading North
American developer, manufacturer and marketer of rigid plastic containers for
many of the largest branded consumer products and beverage companies in the
world. CCC has long-term customer relationships with many blue-chip companies
including Dean Foods, DS Waters of America, The Kroger Company, Nestle Waters
North America, The Procter & Gamble Company, Exxon Mobil, Scotts and Colgate-
Palmolive. CCC serves its customers with a wide range of manufacturing
capabilities and services through a nationwide network of 56 strategically
located manufacturing facilities and a research, development and engineering
center located in Atlanta, Georgia. Additionally, the company has 3
international manufacturing facilities in Canada and Mexico.
This document may contain statements that constitute forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995. All
statements other than statements of historical fact are statements that could be
deemed forward-looking statements. Such forward-looking statements, particularly
those statements regarding the timing and effects of the Offer and Solicitation
and the entry in to new credit facilities, reflect CCC's current expectations
and beliefs, are not guarantees of performance of CCC and are subject to a
number of risks, uncertainties, assumptions and other factors including, without
limitation, the possibility that (1) CCC is unable to complete the financing
described above on favorable terms; (2) the available market for capital is
negatively altered and (3) overall changes in the general economy, that could
cause actual results to differ materially from those described in the forward-
looking statements. For a further discussion of other risks, uncertainties,
assumptions and other factors, see CCC's filings with the Securities and
Exchange Commission. CCC undertakes no duty to update forward-looking
statements.
Contact: Richard Sehring, 678-742-4600
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