FormTech Industries to Restructure Through Prearranged Chapter 11 Filing
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Signs Asset Purchase Agreement to Sell Business to HHI Holdings, Leading North
American Forging Company
ROYAL OAK, Mich., Aug. 27 /PRNewswire/ -- FormTech Industries LLC
("FormTech"), a provider of forged metal components to the automotive light
vehicle, heavy truck and industrial markets of North America, today announced
that it has reached an agreement with its first and second lien debt holders
to restructure through a prearranged filing under Chapter 11 of the United
States Bankruptcy Code. The filing was made in the United States Bankruptcy
Court for the District of Delaware.
Under the prearranged restructuring, FormTech has entered into a binding,
firm, going concern asset purchase agreement with a newly formed subsidiary of
HHI Holdings, LLC ("HHI"), the largest independent manufacturer of forged
parts for the North American automotive industry, to sell its assets to HHI
under a court-supervised sale process. Prior to the Chapter 11 filing, an
affiliate of HHI acquired voting control of FormTech's senior secured debt,
and HHI and FormTech reached an agreement regarding the going concern sale
with the holders of FormTech's first and second lien debt. HHI is a portfolio
company of KPS Capital Partners, LP, a private equity firm with over $2.5
billion of committed capital focused on constructive investing in
restructurings, turnarounds, and other special situations.
An affiliate of HHI has agreed to provide FormTech with a DIP financing
facility to support going concern operations. Subject to court approval, the
DIP credit facility will ensure that FormTech has sufficient liquidity to
continue normal operations during the restructuring, including paying
employees, supplying customers without interruption, and paying suppliers for
goods and services provided after the filing.
Chris Jones, President of FormTech, said: "During the past several months, we
have taken extensive steps to address the realities of the current automotive
marketplace. While we have made significant progress it became apparent that
the best path for FormTech, our employees, customers and vendors is a
court-supervised restructuring and going concern sale. This process will
ensure that customers are supplied in a full and timely manner.
"We believe that FormTech's assets have a great future under HHI, one of the
world's best-capitalized forging companies, backed by a private equity fund
with more than $2 billion of capital. The combination with a strategic buyer
that is the leading company in the North American forging industry will lead
to significant synergies. HHI's CEO knows our Company well, as he ran and
helped build many of our plants in a previous position. We are grateful for
the support and confidence being given to us by HHI and KPS, including
providing our DIP financing."
The proposed going concern sale transaction, which is expected to be completed
within 45 days, is subject to court approval. A sale process to seek higher
and better offers from other interested parties will be pursued.
A. Jeffrey Zappone of CM&D Management Services, LLC has been engaged by
FormTech as Chief Restructuring Officer. FormTech's restructuring counsel is
Strobl & Sharp P.C.
Information about FormTech's Chapter 11 case can be found at
www.kccllc.net/formtech.
About FormTech Industries LLC
FormTech Industries LLC ("FormTech") is among the largest independent
manufacturers of forged automotive parts in North America and the leader in
high volume hot-formed manufacturing through its operations in Royal Oak,
Michigan and Tonawanda, New York. FormTech was adversely impacted by the
precipitous decline in automotive production in the first half of 2009.
Through this time period, FormTech remained a highly reliable supplier and
substantially restructured its operations. The company has over 400
employees, primarily in Michigan and Ohio and operates six manufacturing
facilities. For more information, please visit www.formtech2.com.
About Hephaestus Holdings, Inc.
HHI Holdings, LLC ("HHI"), through its Jernberg Holdings, Inc., Impact Forge
Group, Inc. and Kyklos Bearing International, Inc. ("KBI") subsidiaries, is
the largest independent manufacturer of forged parts and a leading
manufacturer of wheel bearings for the North American automotive industry.
Jernberg Holdings, Inc. and Impact Forge Group, Inc., through their respective
subsidiaries, manufacturer highly engineered symmetrical and asymmetrical
forged parts for various power train and wheel-end applications. KBI is the
leading producer of Gen III wheel bearings in North America. HHI is owned by
KPS Capital Partners, LP and MC Capital Inc., a subsidiary of Mitsubishi Corp.
Employing nearly 2,000 employees, HHI operates eight manufacturing facilities
located in the Chicago, Illinois; Indianapolis, Indiana; Coldwater, Michigan;
and Sandusky, Ohio vicinities. For more information, please visit
www.hhiforge.com.
About KPS Capital Partners, LP
KPS Capital Partners, LP is the manager of the KPS Special Situations Funds, a
family of private equity funds with over $2.5 billion of committed capital
focused on constructive investing in restructurings, turnarounds and other
special situations. KPS has created new companies to purchase operating assets
out of bankruptcy; established stand-alone entities to operate divested
assets; and recapitalized highly leveraged public and private companies. The
KPS investment strategy targets companies with strong franchises that are
experiencing operating and financial problems. KPS invests its capital
concurrently with a turnaround plan predicated on cost reduction, capital
investment and capital availability. Typically, the KPS turnaround plan is
accompanied by a financial restructuring of the company's liabilities. The KPS
investment strategy and portfolio companies are described in detail at the
firm's website: www.kpsfund.com.
Contact:
Charles Moore
Chief Financial Officer
FormTech Industries LLC
(248) 597-3808
SOURCE FormTech Industries LLC
Charles Moore, Chief Financial Officer, FormTech Industries LLC,
+1-248-597-3808
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