NOVI, Mich. -- Cooper-Standard Holdings Inc., the parent company of Cooper-Standard Automotive, has entered into an Equity Commitment Agreement with certain holders of the company's 7 percent Senior Notes due 2012 and 8 3/8 percent Senior Subordinated Notes due 2014, providing for a commitment to backstop a $245 million equity Rights Offering that will be made to eligible holders of the Senior Notes and Senior Subordinated Notes. The Rights Offering will be effectuated through a proposed joint chapter 11 Plan of Reorganization, which was filed yesterday with the United States Bankruptcy Court for the District of Delaware. The Plan, the Rights Offering, and all related transactions have the full support of the Official Committee of Unsecured Creditors.

Under the Plan, and subject to confirmation of the Plan, the company's Debtor-in-Possession financing and prepetition credit facility will be paid in full in cash. Likewise, general unsecured claims against Cooper-Standard Automotive and all of its debtor subsidiaries will receive payment in full in cash. Holders of the Senior Notes will be issued 18.75 percent of the new common stock of the company, and eligible holders of the Senior Notes will receive Rights to purchase, in the aggregate, 45 percent of the new common stock of the company. Holders of the Senior Subordinated Notes will be issued 6.25 percent of the new common stock of the company and Warrants to purchase, in the aggregate, 5 percent of the new common stock on the terms set forth in the Plan, or, at the election of such holders, a cash payment in lieu of the Warrants. Eligible holders of the Senior Subordinated Notes will also receive Rights to purchase, in the aggregate, 15 percent of the new common stock of the company.

Certain holders of the company's Senior Notes and Senior Subordinated Notes have agreed to purchase 15 percent of the new common stock and provide a backstop for any unsubscribed portion of the Rights Offering in a total amount of $245 million. The commitment of these Backstop Parties is subject to a number of conditions, including Bankruptcy Court approval of the Equity Commitment Agreement and confirmation of the Plan.

Under the Plan, the company's balance sheet will be significantly deleveraged with an estimated funded debt balance at emergence of approximately $430 million. This represents a reduction of over $700 million from pre-petition levels.

"Obtaining a $245 million equity investment and filing our Plan are significant achievements that pave the way for our expeditious and efficient emergence from bankruptcy," stated James McElya, chairman and chief executive officer of the company. "The Equity Commitment Agreement is a strong statement of support by a significant group of the company's current creditors, and the fact that the Official Committee of Unsecured Creditors fully supports the Plan and the Rights Offering strongly indicates that the transaction is in the best interests of all of our unsecured creditors. The Plan and Equity Commitment Agreement will allow the company to emerge from bankruptcy with a stronger balance sheet and maintain its leadership position in the industry."

The hearing to approve the adequacy of the Disclosure Statement filed in connection with the Plan is scheduled for March 9. In addition, it is expected that the hearing to approve the Equity Commitment Agreement will be scheduled for on or before March 9.

Cooper-Standard Automotive Canada Limited, the company's Canadian subsidiary that has sought relief under the Companies' Creditors Arrangement Act in Canada, intends to file a Plan of Arrangement or Compromise in the Canadian Court in the near-term. Court approval of the Disclosure Statement is necessary to allow the company to solicit votes for confirmation of the Plan. Consummation of the Plan is subject to a favorable vote by creditors, review and approval of the Bankruptcy Court and satisfaction of the confirmation requirements of the Bankruptcy Code.