ST. LOUIS, Sept. 16, 2013 /PRNewswire/ -- K-V
Pharmaceutical Company ("KV") today announced that its plan of
reorganization (the "Plan") has become effective and that it has
successfully emerged from chapter 11 with significantly reduced
debt and a $375 million
recapitalization.
Pursuant to the Plan, investors led by Capital Ventures
International, Greywolf Capital, Kingdon Capital and Deutsche Bank
(together with Silver Point Finance) and/or affiliates of each of
the foregoing have provided the majority of funding of the
Company's new $100 million credit
facility, and $275 million rights
offering and direct purchase of new common shares.
"As KV emerges from chapter 11 today, we are a stronger, better
capitalized, and more competitive company with a solid financial
foundation for future growth," said Greg
Divis, CEO of KV. "We deeply appreciate the support from our
new investors and partners as we continue to execute on advancing
women's health with our well-established portfolio of FDA-approved
medications and focus, first and foremost, on our commitment to
patients."
KV's existing senior secured notes will be paid in cash in full
in accordance with the terms of the plan and general unsecured
creditors will receive a pro rata share of $10.25 million. KV's existing convertible
subordinated noteholders will receive 7% of KV's new common shares
plus any shares purchased through the rights offering or direct
purchase of shares. Under the Plan, all existing preferred
and common stock has been cancelled.
Willkie Farr & Gallagher LLP
served as legal counsel to K-V Pharmaceutical, and Jefferies LLC
served as financial advisor.
About KV Pharmaceutical
K-V Pharmaceutical Company is
a specialty branded pharmaceutical company with a primary focus in
the area of women's healthcare. The company is committed to
advancing the health of women across the stages of their
lives. For further information about K-V Pharmaceutical
Company, please visit the Company's corporate Website at
www.kvph.com.
Cautionary Note Regarding Forward-Looking
Statements
This release contains various forward-looking
statements within the meaning of the United States Private
Securities Litigation Reform Act of 1995 (the "PSLRA") and which
may be based on or include assumptions concerning our future
operations, future results and prospects. Such statements may be
identified by the use of words like "plan," "expect," "aim,"
"believe," "project," "anticipate," "commit," "intend," "estimate,"
"will," "should," "could," "potential" and other expressions that
indicate future events and trends.
All statements that address expectations or projections about
the future, including, without limitation, statements about the
product launches, the impact of the Company's Chapter 11
proceedings, governmental and regulatory actions and proceedings,
market position, revenues, expenditures and the impact of recalls
and suspensions of shipments on revenues, adjustments to the
financial statements, the filing of amended filings with the
Securities and Exchange Commission and other financial results, are
forward-looking statements.
All forward-looking statements are based on current expectations
and are subject to risk and uncertainties. In connection with the
PSLRA's "safe harbor" provisions, we provide the following
cautionary statements with regard to the Company identifying
important economic, competitive, political, regulatory and
technological factors, among others, that could cause actual
results or events to differ materially from those set forth or
implied by the forward-looking statements and related assumptions.
Such factors include (but are not limited to):
(1) future rulings on
any motions filed in the bankruptcy court and/or any appeal of
actions of the bankruptcy court;
(2) the effects of the
Chapter 11 cases on the Company and the other debtors, including
their liquidity or results of operations, and the interests of
various creditors, equity holders and other constituents;
(3) the ability to
execute the Company's business plan;
(4) the ability of the
Company to meet its obligations under the First Lien Secured Term
Loan Facility dated September 13,
2013; and
(5) the ability of the
Company and the other debtors to maintain contracts that are
critical to their operation, including to obtain and maintain
normal terms with their vendors, customers and service providers
and to retain key executives, managers and employees.
This discussion is not exhaustive, but is designed to highlight
important factors that may impact our forward-looking
statements.
Because the factors referred to above, as well as the statements
included in Part I, Item 1A —"Risk Factors," of our Annual Report
on Form 10-K for the fiscal year ended March
31, 2012, the statements under the heading "Risk Factors" in
our Registration Statement on Form S-1 filed with the SEC on
July 31, 2012, and the statements
included in Article XI — "Certain Risk Factors to be Considered" of
the Disclosure Statement for the confirmed Plan, could cause actual
results or outcomes to differ materially from those expressed in
any forward-looking statements made by us or on our behalf, you
should not place undue reliance on any forward-looking statements.
All forward-looking statements attributable to us are expressly
qualified in their entirety by the cautionary statements in this
"Cautionary Note Regarding Forward-Looking Statements" and the risk
factors that are included under Part I, Item 1A of our Annual
Report on Form 10-K for the fiscal year ended March 31, 2012, the risk factors under the
heading "Risk Factors" in our Registration Statement on Form S-1
filed with the SEC on July 31, 2012,
and the risk factors included in Article XI — "Certain Risk Factors
to be Considered" of the Disclosure Statement. Further, any
forward-looking statement speaks only as of the date on which it is
made and we are under no obligation to update any of the
forward-looking statements after the date of this release; any
forward-looking statement in the Plan or Disclosure Statement is
qualified in its entirety as set forth therein. New factors emerge
from time to time, and it is not possible for us to predict which
factors will arise, when they will arise and/or their effects. In
addition, we cannot assess the impact of each factor on our future
business or financial condition or the extent to which any factor,
or combination of factors, may cause actual results to differ
materially from those contained in any forward-looking
statements.
SOURCE K-V Pharmaceutical Company