Federal-Mogul Announces Plan To Launch $500 Million Common Stock Rights Offering - aftermarketNews

Federal-Mogul Announces Plan To Launch $500 Million Common Stock Rights Offering

Federal-Mogul also announced today that it is pursuing a potential refinancing of its outstanding indebtedness. The company expects to complete its refinancing plans shortly after the completion of the rights offering.

SOUTHFIELD, Mich. – Federal-Mogul Corp. announced that it intends to launch a registered rights offering on June 7, 2013, and will pursue the refinancing of its outstanding indebtedness. In the rights offering, each stockholder as of 5 p.m. Eastern Daylight Time on the record date of June 7, 2013, will be issued, at no charge, one transferable subscription right for each whole share of common stock owned by that stockholder on the record date.
 
A subsidiary of Icahn Enterprises L.P., the company’s largest stockholder, has agreed to subscribe for its pro rata share of the rights offering under its basic subscription privilege and indicated its willingness to oversubscribe for additional shares if necessary for a successful refinancing of the company’s outstanding indebtedness, subject to availability and pro-rata allocation among other rights holders who have elected to exercise their oversubscription rights.
 
Each subscription right will entitle a shareholder to purchase a number of shares of the company’s common stock at a subscription price equal to $9.78 per share (subject to rounding down to avoid the issuance of fractional shares) (the "basic subscription privilege"). The rights offering will also include an over-subscription privilege, which will entitle stockholders who exercise all of their subscription rights in the basic subscription privilege the right to purchase additional shares of common stock in the rights offering, subject to availability and pro rata allocation of shares among rights holders exercising such over-subscription privilege.
 
The company will offer a number of shares of its common stock in the rights offering, inclusive of the over-subscription privilege, representing approximately $500 million of gross proceeds. The company plans to use the proceeds from the rights offering to repay a portion of its outstanding indebtedness under its existing credit facility and for general corporate purposes, including, but not limited to, operational restructuring actions.
 
In connection with the rights offering, the company announced that it entered into an investment agreement with IEH FM Holdings LLC, a subsidiary of Icahn Enterprises L.P. IEH has agreed, among other things, to exercise all of its subscription rights under its basic subscription privilege in the rights offering pursuant to the terms and conditions contained in that agreement.
 
The company said it expects to begin distributing the subscription rights to its stockholders under the rights offering as soon as practicable following the record date. The rights offering will terminate at 5 p.m. Eastern Daylight Time, on June 27, 2013, unless extended. Holders of subscription rights must exercise their rights prior to that time and date if they intend to participate in the rights offering.
 
The rights offering will be made pursuant to a shelf registration statement on Form S-3 that was previously filed with the Securities and Exchange Commission and became effective on May 1, 2013. The rights offering will be made solely by means of a prospectus and prospectus supplement meeting the requirements of the Securities Act of 1933, as amended, to be filed with the SEC. Additional information regarding the rights offering will be set forth in the prospectus supplement to be filed with the SEC.
 
Federal-Mogul also announced today that it is pursuing a potential refinancing of its outstanding indebtedness. The company expects to complete its refinancing plans shortly after the completion of the rights offering.
 
The refinancing transactions will be subject to various factors and conditions, including market conditions. No assurances can be given that the transactions will be completed.
 
 
 

You May Also Like

Rotary’s New XA12 Alignment Scissor Lift

Shops can offer alignment services with bay space to spare, and techs can perform alignments on a wider range of vehicles.

Rotary, part of Vehicle Service Group (VSG) and Dover, today announced the addition of the new XA12 Alignment Scissor Lift to its extensive line of automotive lifts for independent shop owners, dealership service departments and car enthusiasts.

The XA12 serves as the ideal small bay alignment lift solution with the largest 4-wheel alignment wheelbase range available in its class. With a 78- to 164-inch 4-wheel alignment wheelbase range and 12,000-pound lifting capacity, the XA12 is designed with space and flexibility in mind. Shops can offer alignment services with bay space to spare, and technicians can perform alignments on a wider range of vehicles.

GRI Receives US DOT Certification For Safety

GRI tires will now incorporate the DOT code emboss on its side walls.

Mevotech Adds 2,300+ New Original Grade Part Numbers

Highlights from the new Original Grade release include control arms and ball joints.

TCCI Manufacturing Unveils High-Voltage Electric Compressor

The 850V compressor, unveiled at MACS 2023, is available in 34cc/46cc/60cc/120cc.

BBB Industries Releases 28 Remy New Part Numbers 

The new part numbers cover more than 9.3 million vehicles.

Other Posts

Dayco Launches Electrically Controlled Water Pump Line

The new technology addresses a higher-than-normal failure rate with the OE pumps.

Engine Pro Honors S.A. Gear with Performance Award

S.A. Gear was recognized with a Fulfillment and Accuracy Award during Engine Pro’s annual supplier meeting.

Driven Brands Rings Nasdaq Closing Bell

CEO Jonathan Fitzpatrick rang the Nasdaq closing bell on Jan. 13, in honor of the company’s 2-year listing anniversary.

Nokian Tyres Invests $174M To Double Dayton Factory Production

Nokian’s Dayton factory expansion includes a 600,000-tire warehouse.