MADISON, Wis., June 14 /PRNewswire/ -- Rayovac Corporation (NYSE: ROV)
announced today that, in connection with its previously announced offer to
purchase and consent solicitation, it has received consents sufficient to
amend the indenture relating to its 10 1/4% Series B Senior Subordinated Notes
due 2006 (the "Notes"). The deadline for the delivery of consents was
5:00 p.m., New York City time, on June 13, 2001. The supplemental indenture
incorporating the amendments has been executed and the amendments will become
operative when the tendered notes are accepted for payment.
Rayovac commenced the offer to purchase and consent solicitation on
May 31, 2001, to purchase for cash all $65 million principal amount of its
Notes. The purchase price to be paid for each $1,000 principal amount
tendered will be based on a fixed spread of 50 basis points over the yield on
the pricing date of the 6 1/4% U.S. Treasury Notes due October 31, 2001, less
the consent payment of $30.00 per $1,000 principal amount to holders of Notes
who tendered their Notes and delivered their consents prior to the expiration
of the consent solicitation. The pricing date will be June 25, 2001, unless
the offer is extended for more than two business days, in which case the
pricing date will be the second business day prior to the expiration date.
The tender offer will expire at 11:59 p.m. New York City time, on
June 27, 2001, unless extended or earlier terminated.
To date, noteholders have tendered $64,736,000 aggregate principal amount
of Rayovac's 10 1/4% Series B Senior Subordinated Notes due
2006 (approximately 99.6% of the total issued and outstanding amount). The
tender offer for the Notes remains contingent upon the receipt of financing
for the offer from a proposed underwritten public offering of common stock of
the Company and other customary closing conditions. A required waiver from
senior creditors has been previously received.
Information regarding the pricing, tender and delivery procedures and
conditions of the tender offer and consent solicitation is contained in the
Offer to Purchase and Consent Solicitation Statement dated May 31, 2001, and
related documents. Copies of these documents can be obtained by contacting
D.F. King & Co., Inc., the information agent for the tender offer and consent
solicitation, at (800) 848-3409 (toll free) or (212) 269-5550 (collect). Banc
of America Securities LLC is the exclusive dealer manager for the tender offer
and consent solicitation. Additional information concerning the terms and
conditions of the tender offer and consent solicitation may be obtained by
contacting Banc of America Securities LLC at 888-292-0070 (toll free) or
Rayovac is one of the world's leading battery and lighting device
companies and the fastest growing manufacturer of general batteries in the
United States. The Company also markets the number one rechargeable brand of
battery and is the world leader in hearing aid batteries. Rayovac is traded
on the New York Stock Exchange under the ROV symbol.
This announcement is not an offer to purchase, a solicitation of an offer
to purchase or a solicitation of consents with respect to the Notes. The
offer and consent solicitation are made solely by the Offer to Purchase and
Consent Solicitation Statement, as the same may be amended from time to time.
Certain matters discussed in this news release, with the exception of
historical matters, are forward-looking statements within the meaning of the
Private Litigation Reform Act of 1995. These statements are subject to a
number of risks, uncertainties and other factors that could cause results to
differ materially from those anticipated as of the date of this release.
Actual results may differ materially from these statements as a result of
(1) changes in external competitive market factors, such as introduction of
new product features or technological developments, development of new
competitors or competitive brands or competitive promotional activity or
spending, (2) unanticipated changes in consumer demand for the various types
of consumer batteries, (3) unanticipated changes in the general economic
conditions where we do business, such as stock market prices, interest rates,
inflation and raw material costs, and (4) various other factors, including
those discussed herein and those set forth in the Company's most recent Annual
Report on Form 10-K and Registration Statement on Form S-3.
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SOURCE Rayovac Corporation
Web site: http: //www.rayovac.com
CONTACT: John Daggett of Rayovac, 608-275-4912