J.L. French completes tender for 11½% notes, buys 84%

New York, Aug. 24 - J.L. French Automotive Castings Inc. said it completed its tender offer for its outstanding 11½% senior subordinated notes due 2009, buying 84% of the securities.

Completion of the tender was part of a refinancing which also included issuance of $165 million of preferred and common stock, $50 million of which was purchased by existing stockholders and refinancing of the company's senior secured credit facilities.

As previously announced, the tender expired at 5 p.m. ET on Aug. 20 after multiple extensions.

As previously announced, J.L. French, a Sheboygan, Wis.-based maker of aluminum die cast auto parts, said on July 14 that it had begun a tender offer and consent solicitation for any and all of its 11½% notes. The company had issued $175 million of the notes in May 1999.

It initially set a consent deadline of 5 p.m. ET on July 22, which was subsequently extended several times, and said that the tender offer would expire at midnight ET on Aug. 10, which was also later extended.

The company initially said that it would pay $780 per $1,000 principal amount, including a $30 consent payment, for notes tendered by the consent deadline and would pay $750 per $1,000 principal amount but no consent payment for notes tendered after the consent deadline but before the expiration. On July 27, J.L. French announced an increase in the total being offered to $850 per $1,000 principal amount, including the $30 consent payment, and an increase in the consideration for notes tendered after the consent deadline to $820 per $1,000 principal amount. The company said all tendering holders would also receive accrued interest up to but excluding the payment date.

It said that tendering noteholders would also have to consent to proposed indenture changes aimed at eliminating substantially all restrictive covenants from the indenture and vice versa.

The company said the tender offer would be subject to J.L. French obtaining the necessary consents to amend the indenture, receiving sufficient financing to fund the offer and refinancing its senior secured credit facility. On July 27, the company announced a minimum tender condition of 90% of the notes, up from 85% previously. It reversed that step on July 30, dropping the minimum threshold back down to 85% and saying that it expected to meet that threshold, based on the number of notes which had been tendered. On Aug. 6, the company again lowered the minimum tender threshold, to 83%, and said that based on the amount of notes which had been tendered the minimum tender condition had been met.

It said the tender offer was being carried out in connection with a proposed refinancing of its credit facilities and a proposed offering of $165 million of preferred equity securities. J.L. French's sponsor, Onex Corp., and some other shareholders might buy up to $50 million of the preferred equity securities.

Goldman, Sachs & Co. (800 828-3182 or 212 357-3019) was dealer manager and solicitation agent for the tender offer and consent solicitation. The information agent was MacKenzie Partners Inc. (212 929-5500 or 800 322-2885).

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