Ampex Corporation Files Prenegotiated Reorganization Plan to Facilitate Financial Restructuring
31 März 2008 - 2:31PM
Business Wire
Ampex Corporation (Nasdaq:AMPX) today announced that on March 30,
2008, Ampex Corporation and its U.S. subsidiaries filed voluntary
petitions for relief under Chapter 11 of the U.S. Bankruptcy Code.
Prior to filing, the Company negotiated with and obtained the
support of the majority of its secured creditors and its largest
unsecured creditor for the terms of a pre-negotiated plan of
reorganization (the �Plan�), as evidenced by the plan support
agreement filed contemporaneously with the Company�s voluntary
petitions for relief under Chapter 11. Concurrently with the
commencement of these cases, the Company filed a motion for
approval of the disclosure statement with respect to the Plan and
related solicitation procedures. The Company believes that it will
emerge from Chapter 11 no later than Fall 2008. During the Chapter
11 proceedings, the Company will continue to operate its business
without interruption as a debtor-in-possession. All of the
Company�s employees will be retained, offices and manufacturing
facilities will remain open and all customer support and warranty
programs will continue as planned. Upon emergence from Chapter 11,
Hillside Capital Incorporated (�Hillside�), the Company�s largest
secured and unsecured creditor, will provide new financing to the
Company that will be used for working capital purposes, to repay
certain long term obligations, including certain senior secured
notes, and to fund future pension obligations. Ampex began to
report in July 2007 that it might be forced to take this action in
order to facilitate an orderly financial restructuring. As was
disclosed in its filings with the Securities and Exchange
Commission over the previous months, Ampex has been negotiating a
consensual refinancing of certain notes that were issued to
Hillside over the past several years with respect to pension
contributions made by Hillside for the benefit of the Company�s
defined benefit plans. The Plan is the result of months of
arm�s-length negotiations between the Company, Hillside and holders
of a majority of the face amount of the Company�s senior secured
notes. The overall purpose of the Plan is to provide for the
restructuring of the Company�s liabilities in a manner designed to
maximize recovery to all stakeholders and to enhance the Company�s
financial viability by de-levering the Company�s capital structure,
providing additional liquidity and arranging a long-term financing
solution to future pension contributions that does not
over-leverage the Company in future years. Under the Plan, it is
contemplated that trade creditors will remain unaffected and will
continue to receive cash payments as their claims become due in the
ordinary course. Because the Company�s debt exceeds the amount of
its assets, its existing common stock currently has no value, and
therefore will be cancelled on the effective date of the Plan.
Under the terms of the proposed Plan, new equity in the reorganized
Company will be issued to certain creditors. Although holders of
existing common stock will not receive new equity under the Plan,
those holders that do not object to the Plan may be eligible to
receive some consideration. The Plan also contemplates that the new
equity in the reorganized Company will not be registered or traded
on any public exchange. Ampex Conducting Business in the Ordinary
Course D. Gordon Strickland, Ampex�s President and Chief Executive
Officer, noted that the court filing is not expected to have any
significant impact on Ampex�s day-to-day operations: �Ampex Data
Systems Corporation will continue to sell and service data
acquisition and instrumentation recorders and we will continue to
license our intellectual property to manufacturers of consumer
digital video products. While the restructuring will be an
important step towards a more successful future, our primary focus
will continue to be our customers and their satisfaction with our
products and services.� Mr. Strickland explained, �In recent years,
Ampex has been constrained by its highly leveraged capital
structure and by the continuing burden of its significant legacy
pension liabilities. Quite simply, we have too much debt. We intend
to use the Chapter 11 process to reduce these obligations
significantly and to develop and implement a new capital structure
that will allow us to invest in our business.� Mr. Strickland
concluded, �Fortunately, the fundamentals of our business remain
strong and provide an excellent foundation for the future. We
expect that Ampex will emerge from its Chapter 11 reorganization a
stronger, more financially viable company, well-positioned for
profitable growth.� Other Matters The Company expects to file a
Form 12b-25 with the Securities and Exchange Commission to obtain a
15-day extension to file its 2007 Annual Report on Form 10-K. Ampex
is unable to file its 2007 Form 10-K within the prescribed period
because additional time is required to complete the financial
statements, footnotes and disclosures in order to incorporate
information contained in the Plan and the related disclosure
statement. The Company currently expects to be able to file its
2007 Form 10-K within the 15-day extension period, but there can be
no assurance that it will be able to do so. Ampex Ampex
Corporation, headquartered in Redwood City, California, is one of
the world�s leading innovators and licensors of technologies for
the visual information age. Additional information about Ampex is
available on the Internet at www.ampex.com, as well as on a new
toll-free Ampex Restructuring Hot Line at (800)-767-8328. This news
release contains predictions, projections and other statements
about the future that are intended to be �forward-looking
statements� within the meaning of the Private Securities Litigation
Reform Act of 1995. Such forward-looking statements involve known
and unknown risks, uncertainties and other important factors that
could cause the Company�s actual results, performance or
achievements, or industry results, to differ materially from any
future results, performance or achievements expressed or implied by
such forward-looking statements. Such risks, uncertainties and
other important factors include, but are not limited to, those
described in the Company�s 2007 Annual Report on Form 10-K for the
fiscal year ended December�31, 2007, which is expected to be filed
with the Commission shortly, and its Quarterly Reports on Form
10-Q, as well as the following: the effects of the Company�s
Chapter 11 filing on the Company and the interests of various
creditors, equity holders and other constituents; Bankruptcy Court
rulings in the Chapter 11 case and the outcome of the proceeding in
general; the length of time the Company will operate under the
Chapter 11 proceeding; the risks that unasserted claims against the
Company may exceed the amounts currently estimated by the Company,
and the impact that these claims may have upon the Company�s
ability to implement the Plan and upon the Chapter 11 case
generally; increased legal costs related to the bankruptcy case and
other litigation; the Company�s ability to maintain contracts that
are critical to its operation, to obtain and maintain normal terms
with customers, suppliers and service providers and to retain key
executives, managers and employees; the Company�s ability to manage
costs, maintain adequate liquidity, maintain compliance with debt
covenants and continue as a going concern. In assessing
forward-looking statements, readers are urged to consider carefully
these cautionary statements. Forward-looking statements speak only
as of the date of this release, and the Company disclaims any
obligation or undertaking to update such statements.
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