Exide Technologies Public-Side DIP Revolver Presentation March 25, 2015 Exhibit 99.1 |
2 Disclaimer This presentation may contain certain statements that may be deemed “forward-looking statements” as defined in the U.S. Private Securities Litigation Reform Act of 1995. All statements that address activities, events or developments that we intend, expect, plan, project, believe or anticipate will or may occur in the future are forward-looking statements. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. The Company undertakes no obligation to update or revise any forward-looking statements. Examples of forward-looking statements include, but are not limited to (a) projections of revenues, cost of raw materials, income or loss, earnings or loss per share, capital expenditures, growth prospects, dividends, the effect of currency translations, capital structure, and other financial items, (b) statements of plans and objectives of the Company or its management or Board of Directors, including the introduction of new products, or estimates or predictions of actions by customers, suppliers, competitors or regulating authorities, (c) statements of future economic performance, (d) statements regarding liquidity and (e) statements of assumptions, such as the prevailing weather conditions in the Company’s market areas, underlying other statements and statements about the Company or its business, and (f) statements regarding tax and liquidity impacts from asset sales and restructuring activities. Factors that could cause actual results to differ materially from these forward looking statements include, but are not limited to, the following general factors such as: (i) there can be no assurance that the Company will satisfy the conditions of the PSA or the backstop commitment agreement, (ii) the Company may be unable to confirm and consummate the Chapter 11 plan of reorganization, (iii) the risks associated with operating businesses under Chapter 11 protection, (iv) the ability of the Company to comply with the terms of the DIP financing facility , (v) the risk factors or uncertainties listed from time to time in the Company’s filings with the Securities and Exchange Commission and with the U.S. Bankruptcy Court in connection with the Company’s Chapter 11 filing, (vi) the Company may be unable to implement and fund business strategies based on current liquidity, (vii) the Company’s substantial debt and debt service requirements may restrict the Company’s operational and financial flexibility, as well as imposing significant interest and financing costs, (viii) the litigation proceedings to which the Company is subject could have a material adverse effect on the Company and its businesses, (ix) competitiveness of the battery markets in the Americas and Europe, (x) risks involved in foreign operations such as disruption of markets, changes in import and export laws, currency restrictions, currency exchange rate fluctuations and possible terrorist attacks against U.S. interests, (xi) the ability to acquire goods and services and/or fulfill later needs at budgeted costs, (xii) regulatory risks and uncertainties could affect the Company’s businesses or profitability, or (xiii) general economic conditions. |
3 Exide Technologies (“Exide” or the “Company”) appreciates the opportunity to meet with DIP lenders to provide an update on its Chapter 11 exit process and discuss the DIP amendment request Over the last several weeks, Exide has generated significant momentum towards emergence On March 12, moved to permanently close Vernon pursuant to agreement with the United States Attorney’s Office for the Central District of California (the “USAO”) and an agreement with the California Department of Toxic Substance Control (the “DTSC”) Preliminary voting results suggest a largely consensual Plan with all impaired classes accepting except for the Vernon personal injury claimants Proceeding to confirmation with limited objections Active engagement with the UNC – plan support agreement and backstop commitment agreement still on-track Discussions with potential lenders regarding the exit ABL revolver in advanced stages Process Update Non-prosecution agreement resolves the USAO’s criminal investigation into Exide thereby avoiding the potential for costly litigation and satisfying a key condition to the backstop commitment agreement Received approximately 16 formal objections but optimistic that all will be resolved except for one (retail holders) Timeline remains challenging but currently targeting receipt of commitment papers by confirmation (or soon thereafter) and will immediately pivot to finalizing definitive documents Discussions regarding potential resolution with contesting parties remain ongoing. Although Class F—Vernon Tort Claims—initially voted to reject the Plan, the Debtor has reached an agreement that will cause sufficient Class F Holders to change their votes and result in acceptance of the Plan by Class F. DTSC agreement defines the timing and magnitude of certain Vernon closure/post-closure obligations and is generally consistent with the assumptions included in the Company’s previous “Vernon Closure” business plan |
4 Amendment Request Exide is requesting certain amendments to its DIP facilities to provide for the necessary time to confirm the Plan and finalize the exit ABL revolver Maturity Date April 30, 2015 (1 month extension) Milestone Plan Confirmation Order entered by Bankruptcy Court by April 10, 2015 Certain Provisions Prohibit optional prepayment of DIP Term Loan prior to full repayment of Revolver Obligations and termination of Revolver Commitments Add Agent consent in addition to Required Revolver Lender direction to enforce rights and exercise remedies Reversal or termination of Confirmation Order, Backstop Commitment Agreement, or Plan Support Agreement will be an Event of Default Amendment Fee and Timing 20 bps to consenting lenders Signature pages due by Thursday March 26 at 5:00pm New York time 30-day extension of maturity Continued availability under the DIP revolver |