TORONTO, Feb. 9, 1995--Dylex
announced that it has sought and received from
the Ontario Court an Order extending the required filing date for its proposed
financial and operating restructuring Plan of Arrangement from Wednesday,
February 15 to Monday, February 20, 1995. Dylex sought the extension because
it required additional time to finalize its Plan.
Dylex stated that it expects that the information circular will be ready for
distribution, after Court approval in late February, and that it expects the
meetings for creditors and shareholders to consider and vote on the Plan will
take place at the end of March. Dylex said that it remains committed to a
fast-track schedule that would enable the corporation to emerge from the CCAA
process by the end of April 1995. The extension which was granted today still
permits Dylex to achieve this.
Dylex Limited today also announced that it has received Ontario Court
approval to sell the assets of its Manchester division to a company controlled
by Jerry Leithman, the President of Manchester. HREF="dir.firm.ernst.html">Ernst and Young, serving as
the court-appointed Monitor for the restructuring, informed the Court that the
price to be paid for Manchester is reasonable. The transaction has also
received the consent of Dylex's principal bankers. Under the terms of the
sales agreement, Dylex will receive net proceeds of approximately $7 million.
Manchester, established about 60 years ago, based in Montreal, imports
popular lines of women's outerwear, mainly under the Luba, Thunder Bay, and
Collection Elegante labels. Manchester's sales are about $19 million a year of
which Dylex's retail stores account for less than five per cent. Manchester's
principal customers include other major retail chains and independent stores
in Canada with a small amount of exports to other countries.
``We are very excited about the purchase of Manchester from Dylex,'' said
Jerry Leithman. ``As about 95 percent of our business is done with other
retailers and we have essentially operated independently of Dylex's other
businesses, we believe that the purchase of Manchester is a logical initiative
that will be very well received by our customers and international suppliers.
We expect Manchester will thrive on our own and should have no problem
obtaining the appropriate levels of financing to support and grow the
business.''
``Although Dylex does not intend that the sale of any of its assets will be
an element in its financial and restructuring Plan to be filed with the Court,
the company may sell certain non-strategic operations, as it has in the past,
when it can obtain fair market prices,'' said David Posluns, Dylex's Chief
Financial Officer.
On January 11, Dylex Limited obtained a Court Order enabling it to proceed
with a financial and operating restructuring under the Companies' Creditors
Arrangement Act (CCAA).
/For further information: Richard W.
Wertheim,
Wertheim & Company Inc. (416)
594-1600, (905) 276-6612 (home)/
MIAMI, February 9, 1995 -- The Trustee for the Chapter 7 bankruptcy
estate of Southeast Banking Corporation
today announced that he is seeking approval to distribute up to $120
million to creditors in March of 1995. The
bulk of the distribution would go to holders of the Corporation's senior and
subordinated debt securities, which have filed claims of almost $360 million
with the federal bankruptcy court in Miami.
Southeast Banking Corporation is the holding company for Southeast Bank,
N.A. and Southeast Bank of West Florida, both of which were declared insolvent
and closed by regulators on September 19, 1991. As receiver for the failed
banks, the Federal Deposit Insurance Corporation sold substantially all of
their assets to First Union National Bank of Florida immediately after the
seizure. Southeast Banking Corporation filed for liquidation under Chapter 7
of the Bankruptcy Code on September 20, 1991.
In papers filed with the bankruptcy court on February 9, 1995, the Trustee,
William A. Brandt, Jr., announced
that he presently holds in excess of $165
million in cash from the sale of assets and litigation with the FDIC. The
proposed distribution of up to $120 million is intended to pay the holders of
Southeast Banking Corporation's 11.25% Senior Notes Due 1993 all of their
outstanding principal plus interest due as of the bankruptcy filing, and is
estimated to result in an $86 million payment to the holders of five different
issues of subordinated notes. The Trustee will continue to hold funds on hand
pending further distributions, with the rights of senior and subordinated
debtholders in those funds to be determined by litigation pending in the
bankruptcy court.
The distribution would be the second payment of a dividend in the bankruptcy
case. In July and September of 1993, Mr. Brandt made an initial distribution
of $50 million to creditors, bondholders, and a reserve established for
disputed and unresolved creditor claims. The proposed distribution also
provides for funds to be placed in that reserve.
The Trustee remains engaged in pending litigation against the FDIC and other
third parties relating to the takeover of the Banks. In June of 1994, Mr.
Brandt recovered approximately $152 million from the FDIC in payment of
certain subordinated notes issued by Southeast Bank, N.A. All of the lawsuits
remain pending in the United States District Court for the Southern District
of Florida.
Any further recoveries by the Trustee will be used first to pay the allowed
claims of general creditors and noteholders, with no distribution to
shareholders until those creditors and noteholders are paid in full. The
Trustee is unable at this time to estimate the amount of any further recovery
from the FDIC or any other source, or the possibility of any distribution to
shareholders.
/CONTACT: Richard Gibbs, href="dir.firm.rubin.html">Rubin Barney & Birger, 305-448-7450/
NEW YORK, January 9, 1995 -- Aileen,
Inc. (NYSE:" target=_new>http://www.secapl.com/cgi-bin/edgarlink?AEE">(NYSE:
AEE)
As a management consultant to the Company, Alco will be assisting the
Company in the ongoing operations of its retail business, including the
procurement of retail inventory for the Summer season, will seek to arrange
additional financing for the Company and will oversee the disposition of the
assets of the Company's terminated manufacturing operations.
The Management Agreement with Alco provides for Alco to work with the
Company and the creditors' committee to develop a chapter 11 plan of
reorganization, with the goal of creating a reorganized, publicly-held
company.
Alco, its President, Alan Cohen, and
various affiliates have been retained
or performed services in numerous corporate and chapter 11 reorganizations,
including those involving Health-Tex, Inc. and Russ Togs, Inc. In the case of
Health-Tex, Mr. Cohen, as the chief executive officer, operated the company
and successfully negotiated the sale of its operations to V.F. Corporation.
In Russ Togs, Mr. Cohen, as the chapter 11 trustee, operated the company and
achieved the successful sale of the business to Liz Claiborne.
In connection with the Company's retention of Alco, href.firm.cit.html">The CIT Group, an
institutional lender, has agreed to provide the Company with an interim $1
million credit facility, which will supplement the Company's existing
debtor-in-possession revolving credit facility with href="dir.firm.sterling.html">Sterling National Bank &
Trust Company of New York. The Company and CIT are currently
negotiating a
new $7 million debtor-in-possession credit facility, which, if consummated,
will replace both the existing Sterling loan and the new interim credit and
will provide the Company with additional financing for its ongoing retail
operations. The Company continues to operate 117 retail stores, virtually all
of which are located in manufacturers' outlet centers in 38 states.
The Company also reported that its chairman of the board and chief executive
officer, Abe Oberlin, who co-founded the Company in 1948, has retired from all
of his positions with the Company. Mr. Oberlin continues to own approximately
19% of the Company's outstanding shares of common stock.
/CONTACT: Steve Delman of Aileen, Inc., 212-398-9770/
PLEASANTON, Calif. -- February 9, 1995 -- Hexcel Corp.
(NYSE/PSE:HXL)" target=_new>http://www.secapl.com/cgi-bin/edgarlink?HXL">NYSE/PSE:HXL
Arrangements for exit financing have been completed. As previously
announced, Citicorp USA Inc. is the
agent on Hexcel's $45 million revolving credit facility.
In addition, the company announced it has restructured its letter of credit
agreements with Banque Nationale de
Paris. The letters of credit support
Hexcel's outstanding industrial development revenue bonds. All other allowed
creditors' claims will be reinstated or satisfied in full with interest under
the plan.
Mutual Series Fund Inc. ("Mutual
Series") has provided reorganized Hexcel
with a $50 million cash infusion, $9 million of which represents an equity
investment in the company at $4.625 per share; the other $41 million is an
advance that backstops the rights offering.
This $41 million rights offering of common stock, also priced at $4.625 per
share, is available to current shareholders of record, with Mutual Series
acting as a standby purchaser. Today marks the record date for the rights
offering.
As previously reported, certificates representing the rights will be
distributed within 15 days of today's effective date. The rights will become
exercisable on Feb. 24 and will expire at 5 p.m. EST on March 27, 1995.
Existing shareholders will retain an approximate 40% interest in Hexcel,
assuming they do not exercise any of their rights. If shareholders exercise
all of the rights distributed to them, they will have an approximate 89%
interest in the reorganized company.
John J. Lee. chief executive officer of Hexcel, said: "We've written the
final chapter in a model turnaround case study, and we're enormously pleased
with the result.
"In just 13 months, Hexcel reduced costs substantially, realized
approximately $40 million in proceeds from non-core asset sales and satisfied
approximately $130 million in outstanding liabilities -- all while contending
with the burdens of a bankruptcy filing. On top of that, the company was able
to develop a consensual plan of reorganization that has attracted $50 million
in new equity financing. Hexcel can now look forward to a new beginning."
The company has commenced a search for a permanent CEO for Hexcel. Lee, who
has served as CEO since January 1994, when he was asked by Hexcel's board to
lead the company during reorganization, will remain in that position until his
replacement is selected. Subsequently, he will continue to serve as a director
of Hexcel and will provide Hexcel with strategic planning direction as a
consultant to the company.
Finally, the company announced the appointment of a new board for
reorganized Hexcel. Lee, Dr. George S. Springer and Marshall S. Geller, all
members of the current board, will continue to serve as directors.
New directors include: Frank Wimer of UniRock Management Co., the outside
strategic planning adviser to the company; Peter A. Langerman of Mutual
Series; Joseph L. Harrosh and Robert L. Witt, both members of the Equity
Committee; and Peter D. Wolfson, counsel to the Equity Committee. One seat
remains vacant for a new CEO, and an additional seat may be added depending on
Mutual Series' holdings at the conclusion of the rights offering.
Arthur Andersen LLP/Andersen Consulting
served as financial adviser to
Hexcel. The firms of Kronish, Lieb,
Weiner & Hellman and Goldberg,
Stinnett,
Meyers & Davis served as legal counsel to Hexcel. href="dir.firm.rothschild.html">Rothschild Inc. served as
financial adviser to the Equity Committee. The firm of href="dir.firm.marcus.montgomery.html">Marcus
Montgomery Wolfson P.C. served as legal counsel to the Equity
Committee.
This announcement does not constitute an offer to sell or to buy any
security or the solicitation of any consents or proxies.
Hexcel Corp. is an international developer and manufacturer of honeycomb,
advanced composites and reinforcement fabrics used in the commercial
aerospace, space and defense and general industrial markets.
CONTACT: Hexcel Corp.
Tara Owen, 212/484-7724
DOBBS FERRY, N.Y. -- February 9, 1995 -- href="dir.hirsch.hal.html">Hal M. Hirsch, Chapter 11
Trustee of Fingermatrix Inc. (href="NASDAQ" target=_new>http://www.secapl.com/cgi-bin/edgarling?FINX">NASDAQ
EBB:FINX
The Plan is supported by the Creditors' Committee and the Equity Holders'
Committee, among other constituents, Hirsch said.
Under the new corporate structure, the company's present approximate 3,300
common shareholders will retain 50 percent of the equity in the reorganized
company, although all of the company's preferred and common stock currently
outstanding will be canceled.
The remainder of the new equity will go to various classes of creditors,
lenders and investors who have or will have provided capital for the emerging
company, and to an employee investment (ESOP) plan, Hirsch said.
The initial capital base of 3 million common shares will be distributed upon
the Plan's effectiveness after confirmation to all these classes on a pro rata
basis. Thus, holders of the approximate 16.5 million common shares currently
outstanding will receive 1.5 million new shares, effectively representing a
reverse split of approximately 1 for 11 shares, he explained.
All recipients of the new shares, however, will also receive 1 2/3 class A
warrants permitting the purchase of an equal number of common shares for $1.00
each any time within 270 days from the effectiveness of the Plan. These
warrants will not be separately tradeable.
Further, all A warrant holders who exercise such warrants to purchase new
stock will receive one class B warrant for every two A warrants exercised.
Each of these will permit the purchase of one share of common stock for $2
through 635 days following effectiveness of the Plan. These warrants will be
separately tradeable as well as exercisable, Hirsch said.
The Plan provides for payment of general, unsecured trade debt at 25 cents
on the dollar over two years after effectiveness of the Plan plus common
shares which equates to approximately 100 percent payment of allowed claims.
The Plan also reflects a change in top management of the company,
effectuated in November and December, 1994, and a shift in the focus of the
company from a research and development organization to a commercial
enterprise.
Hirsch and the creditor-stockholder representatives anticipate that court
procedures can be completed and confirmation achieved before the close of the
first quarter of 1995. If the Plan is confirmed as proposed, it is
anticipated that the company may be re-listed on NASDAQ by the close of 1995.
The former management voluntarily filed for bankruptcy protection under
Chapter 11 of the Bankruptcy Code on Sept. 15, 1993, in the wake of
stockholder litigation.
In May of last year, the Office of the United States Trustee, supported by
the Fingermatrix Stockholder Alliance, asked the Bankruptcy Court to appoint a
trustee to assume management of the company. On Aug. 15, 1994, Hirsch was so
appointed.
CONTACT: Gainsburg &
Hirsch, Attorneys for Hal M. Hirsch
Allen G. Kadish, Esq.,
914/251-1030