MILWAUKEE, July 20, 2020 /PRNewswire/ -- Briggs &
Stratton Corporation (NYSE: BGG), a recognized global leader in
providing power to get work done, today announced it has entered
into a definitive stock and asset purchase agreement with KPS
Capital Partners, LP (KPS), which has more than a 20-year history
focused on successfully developing world-class, industry-leading
manufacturing companies. Under the terms of the agreement, an
affiliate of KPS formed for purposes of this transaction has agreed
to acquire substantially all of the Company's assets and assume
certain customer, employee and vendor liabilities, and it would act
as the stalking-horse bidder through a court-supervised sale
process (known as a Section 363 process). Among other things,
the sale agreement is subject to higher or better bids from other
potential purchasers.
To facilitate the sale process and address its debt obligations,
the Company has filed petitions for a court- supervised voluntary
reorganization under Chapter 11 of the U.S. Bankruptcy Code. The
Company has also obtained $677.5
million in DIP financing, with $265
million committed by KPS and the remaining $412.5 from the Company's existing group of ABL
lenders. Following court approval, the DIP facility will ensure
that the Company has sufficient liquidity to continue normal
operations and to meet its financial obligations during the Chapter
11 process, including the timely payment of employee wages and
health benefits, continued servicing of customer orders and
shipments, and other obligations.
This process will allow the Company to ensure the viability of
its business while providing sufficient liquidity to fully support
operations through the closing of the transaction. Briggs &
Stratton believes this process will benefit its employees,
customers, channel partners, and suppliers, and best positions the
Company for long-term success. This filing does not include any of
Briggs & Stratton's international subsidiaries.
Todd Teske, Briggs &
Stratton's Chairman, President, and Chief Executive Officer,
stated, "Over the past several months, we have explored multiple
options with our advisors to strengthen our financial position and
flexibility. The challenges we have faced during the COVID-19
pandemic have made reorganization the difficult but necessary
and appropriate path forward to secure our business. It also gives
us support to execute on our strategic plans to bring greater value
to our customers and channel partners. Throughout this process,
Briggs & Stratton products will continue to be produced,
distributed, sold and fully backed by our dedicated team."
Teske added, "We have a storied past and a bright future, built
on our foundational expertise in applying power. Our portfolio of
innovative engines, robust lines of products, and high-performance
commercial batteries positions Briggs & Stratton to meet our
global customers' needs for power to get work done, now and in the
future."
Additional Information:
Weil, Gotshal & Manges LLP, Foley & Lardner LLP, and
Carmody MacDonald P.C. are acting as
the Company's legal counsel, Ernst & Young is serving as its
financial advisor, and Houlihan Lokey Capital, Inc., is serving as
its investment banker.
Additional information is available on
http://www.bascoreorganization.com. Copies of first day motions and
related bankruptcy filings are being maintained on the Claims Agent
website, at http://www.kccllc.net/Briggs.
About Briggs & Stratton Corporation:
Briggs & Stratton Corporation (NYSE: BGG), headquartered in
Milwaukee, Wisconsin, is focused
on providing power to get work done and make people's lives better.
Briggs & Stratton is the world's largest producer of gasoline
engines for outdoor power equipment, and is a leading designer,
manufacturer and marketer of power generation, pressure washer,
lawn and garden, turf care and job site products through its Briggs
& Stratton®, Simplicity®,
Snapper®, Ferris®, Vanguard®,
Allmand®, Billy Goat®, Murray®,
Branco®, and Victa® brands. Briggs &
Stratton products are designed, manufactured, marketed and serviced
in over 100 countries on six continents. For additional
information, please visit www.basco.com and
www.briggsandstratton.com.
Cautionary Statement on Forward-Looking Statements
This release contains certain forward-looking statements that
involve risks and uncertainties that could cause actual results to
differ materially from those projected in the forward-looking
statements. The words "anticipate", "believe", "estimate",
"expect", "forecast", "intend", "plan", "project", and similar
expressions are intended to identify forward-looking statements.
The forward-looking statements are based on the Company's current
views and assumptions and involve risks and uncertainties that
include, among other things: risks and uncertainties relating to
the Company's Chapter 11 cases (the "Chapter 11 Case"), including
but not limited to, the Company's ability to obtain bankruptcy
court approval with respect to motions in the Chapter 11 Case, the
Company's ability to consummate the planned sale of the business
pursuant to the Chapter 11 Case, the effects of the Chapter 11 Case
on the Company and on the interests of various constituencies,
potential delays in the Chapter 11 process due to the effects of
the COVID-19 virus, objections to the stalking horse Stock and
Asset Purchase Agreement (the "SAPA"), DIP Credit Agreement or
other pleadings filed that could protract the Chapter 11 Case, the
bankruptcy court's rulings in the Chapter 11 Case, including the
approvals of the terms and conditions of, and the transactions
contemplated by, the SAPA and the DIP Credit Agreement, and the
outcome of the Chapter 11 Case in general, the length of time the
Company will operate under the Chapter 11 Case, risks associated
with third-party motions in the Chapter 11 Case, the potential
adverse effects of the Chapter 11 Case on the Company's
liquidity or results of operations and increased legal and other
professional costs related to the Chapter 11 Case; the ability of
the Company to meet the closing conditions and successfully
consummate the SAPA; employee attrition and the Company's ability
to retain senior management and other key personnel due to the
distractions and uncertainties in this context; the trading price
and volatility of the Company's common stock and the ability of the
Company to remain listed on the New York Stock Exchange and other
factors disclosed from time to time in the Company's filings with
the Securities and Exchange Commission or otherwise, including the
factors discussed in Item 1A, Risk Factors, of the Company's Annual
Report on Form 10-K and in the Company's periodic reports on Form
10-Q. The Company therefore cautions readers against relying on
these forward-looking statements. All forward- looking statements
attributable to the Company or persons acting on the Company's
behalf are expressly qualified in their entirety by the foregoing
cautionary statements. All such statements speak only as of the
date made, and, except as required by law, the Company undertakes
no obligation to update or revise publicly any forward-looking
statements, whether as a result of new information, future events
or otherwise.
View original content to download
multimedia:http://www.prnewswire.com/news-releases/briggs--stratton-enters-into-sale-agreement-and-initiates-voluntary-reorganization-under-chapter-11-301096006.html
SOURCE Briggs & Stratton Corporation
