Transaction Designed to Strengthen the Supply Chain for the Olevia Brand Vivitar Excluded From Syntax-Brillian's Chapter 11 Filing; Continues to Conduct Business as Usual Syntax-Brillian to delist from NASDAQ Announces Additional Management and Board ChangesTEMPE, Ariz., Jul 08, 2008 (BUSINESS WIRE) -- Syntax-Brillian Corporation (Nasdaq: BRLC), a leading manufacturer
and marketer of LCD HDTVs, digital cameras and consumer electronics
products, today announced that, pending court approval, it has entered
into an asset purchase agreement to sell certain of its assets to a
newly-created company, Olevia International Group, LLC, which is under
common ownership with TCV Group. TCV Group is one of Syntax-Brillian's
original partners for industrial and mechanical design and it provides
the plastic injection molded parts for the Olevia branded
high-definition widescreen LCD televisions. Under the terms of the
transaction, in exchange for the purchased assets, Olevia
International Group has agreed to assume $60.0 million of
Syntax-Brillian's secured debt.
Concurrent with this announcement, Syntax-Brillian filed a
voluntary petition for relief under Chapter 11 of the United States
Bankruptcy Code in the United States Bankruptcy Court for the District
of Delaware. The Company filed a motion pursuant to Section 363(f) of
the Bankruptcy Code to seek Bankruptcy Court approval for the sale.
The proposed sale is subject to higher and better offers, bankruptcy
court approval and other conditions customary in a transaction of this
type. The Company anticipates closing this transaction by August 31,
2008.
"Following a careful review of all of our alternatives,
Syntax-Brillian's management and Board of Directors - working in close
consultation with outside legal and financial advisors - unanimously
determined that a sale, expedited through the Chapter 11 process,
represents the best long-term solution for our retail partners,
suppliers, employees and consumers," said Gregory F. Rayburn, Interim
Chief Executive Officer at Syntax-Brillian. "This process will allow
us to operate business as usual, even as we address liquidity and
leverage issues experienced in the past year. It will allow us to
honor our commitments to our retail partners, suppliers, employees and
consumers, continue to advance initiatives that improve and develop
our product lines, and better position us to capitalize on the demand
for our products going forward."
"We believe the proposed transaction would enable us to stabilize
our business and execute on our growth prospects," Mr. Rayburn
continued. "Moreover, we believe the purchaser would gain a
competitive advantage by being the first in the LCD TV industry to
unite design, sourcing, manufacturing and delivery of HDTV products
under common ownership."
The Chapter 11 filing includes all of Syntax-Brillian's
subsidiaries with the exception of Vivitar, the Company's brand of
digital still and video cameras. Syntax-Brillian has initiated a
process for the sale of Vivitar, which will occur separately from the
Chapter 11 filing announced today. In the interim, Vivitar continues
to conduct business as usual.
Syntax-Brillian intends to continue normal business operations at
all of its facilities, consistent with its obligations as a Chapter 11
debtor-in-possession (DIP) under the jurisdiction of the Bankruptcy
Court and in accordance with the applicable provisions of the
Bankruptcy Code. The Company is currently in negotiations with lenders
to secure DIP financing, which will provide the working capital and
financial resources necessary to fund the transition to new ownership.
The Company is seeking, and expects to receive, approval for a
variety of first day motions, including requests to make wage and
salary payments, honor existing employee benefits, continue certain
customer programs and pay suppliers for goods and services delivered
after July 8, 2008.
NASDAQ Delisting Expected
The Company also announced today that on July 1, 2008, it received
a letter from the Nasdaq Stock Market notifying the Company that for
the last 30 consecutive trading days its common stock has closed below
the minimum $1.00 per share requirement for continued inclusion under
marketplace rule 4450(a)(5). Syntax-Brillian has been provided 180
calendar days, or until December 29, 2008, to regain compliance.
Due to filing a voluntary petition for relief under chapter 11 of
the United States Bankruptcy Code in the United States Bankruptcy
Court, the Company does not intend to attempt to regain compliance
with this marketplace rule and expects that its common stock will be
delisted from the Nasdaq Global Market within the next 10 days.
Syntax-Brillian expects that shares of its common stock will have
no value as a result of the reorganization and subsequent transaction.
Management and Board Changes
The Company also announced today the resignation of several
directors. Effective June 30, 2008, Vincent F. Sollitto, Jr, James
Ching Hua Li, Bruce Berkoff, David Chavoustie, Yasushi Chikagami, and
Max Fang, resigned as directors of the Company. Following these
resignations, Michael Garnreiter constitutes the sole member of the
Board of Directors. Furthermore, on July 2, 2008, the Board of
Directors terminated James Ching Hua Li as President and Chief
Executive Officer. Gregory F. Rayburn remains Interim Chief Executive
Officer of the Company.
About TCV Group:
TCV Group is one of Syntax-Brillian's original partners for
industrial and mechanical design and provides plastic injection molded
parts for Olevia branded high-definition widescreen LCD televisions.
It is currently one of the OEM/ODM partners for Syntax-Brillian,
manufacturing LCD televisions using its own vertical integrated
facilities within TCV Group and its strategic partners in the LCD TV
industry.
About Syntax-Brillian:
Syntax-Brillian Corporation (www.syntaxbrillian.com) is one of the
world's leading manufacturers and marketers of LCD HDTVs, digital
cameras, and consumer electronics products. The Company's lead
products include its Olevia(TM) brand (www.Olevia.com) high-definition
widescreen LCD televisions -- one of the fastest growing global TV
brands -- and Vivitar brand (www.vivitar.com) digital still and video
cameras. Syntax-Brillian has built an Asian supply chain coupled with
an international manufacturing and distribution network to support
worldwide retail sales channels and position the Company as a market
leader in consumer digital entertainment products.
Forward-looking Statements:
Certain statements contained in this press release may be deemed
to be forward-looking statements under federal securities laws, and
Syntax-Brillian intends that such forward-looking statements be
subject to the safe harbor created thereby. Syntax-Brillian cautions
that these statements are qualified by important factors that could
cause actual results to differ materially from those reflected by the
forward-looking statements contained herein. Such factors include
changes in markets for the Company's products; changes in the market
for customers' products; the failure of the Company's products to
deliver commercially acceptable performance; the ability of the
Company's management, individually or collectively, to guide the
Company in a successful manner; and other risks detailed in
Syntax-Brillian's Annual Report on Form 10-K for the fiscal year ended
June 30, 2007 and subsequent filings with the Securities and Exchange
Commission.
Brillian and Vivitar are trademarks or registered trademarks of
Syntax-Brillian Corporation. All other trademarks are the property of
their respective owners.
SOURCE: Syntax-Brillian Corporation
FD for Syntax-Brillian Corporation
Kal Goldberg or Hannah Sloane, 212-850-5600
or
Sarah Brown, 415-293-4428