C&D Technologies extends exchange offer, bankruptcy plan solicitation

By Angela McDaniels

Tacoma, Wash., Dec. 13 - C&D Technologies, Inc. extended the exchange offer for its 5.25% convertible senior notes due 2025 and 5.5% convertible senior notes due 2026 to 11:59 p.m. ET on Dec. 20 from Dec. 13, according to a company news release.

The company is pursuing the exchange offer as an out-of-court way to restructure its debt and to address imminent debt repayment obligations and liquidity issues.

C&D said that if the exchange offer is unsuccessful, it will not be able to repay its current debt from cash on hand or other assets.

As a result, the company is simultaneously soliciting acceptances from its noteholders and stockholders of a pre-packaged plan of reorganization as an alternative to the exchange offer. The solicitation has the same deadline as the exchange offer.

The completion of the exchange offer is subject to the receipt of stockholder approval and an amendment to C&D's certificate of incorporation to increase the number of shares of common stock.

Stockholders will vote on the matter at a special meeting, which was adjourned to 3 p.m. ET on Dec. 20 from Dec. 13.

"The special meeting previously scheduled in connection with our financial restructuring was adjourned today to provide additional time to secure a quorum for the meeting," C&D president and chief executive officer Jeffrey Graves said in a news release on Monday.

"Given the voting timeline for the exchange was very compressed, an adjournment of the meeting to provide our stockholders additional time to submit their votes was considered the appropriate course of action."

Exchange offer

Noteholders will receive 3,961.252 shares of common stock for each $1,000 principal amount of notes tendered in the exchange offer.

On Dec. 3, the company announced that it had received tenders from holders of 95.56% of the convertibles, thus meeting the 95% minimum tender condition.

If all of the convertibles are exchanged, noteholders will receive their share of 95% of the company's common stock immediately following the completion of the exchange offer and existing common stockholders will keep 5% of the stock.

Pre-packaged plan

Under the pre-packaged plan of reorganization, all of the convertibles and unpaid interest would be canceled and noteholders would receive their share of 95% of the company's new common stock if shareholder consent is obtained. If the shareholders do not consent, the noteholders would receive 97.5% of the new common stock, subject to dilution by any issuance made under shareholder warrants to purchase 5% of the common stock.

In addition, 100% of the existing common stock would be canceled, and common stockholders would receive their share of either 5% of the new common stock if they approve the exchange or 2.5% of the stock and shareholder warrants if it they do not approve.

All other creditor classes, excluding the noteholders, would be paid in full for their claims to the extent that they have not been previously paid.

Macquarie Capital (USA) Inc. is the dealer manager for the exchange offer and the financial adviser to the company for the restructuring.

Epiq Bankruptcy Solutions, LLC (646 282-2400 or 866 734-9393) is the exchange agent and information agent for the exchange offer and the tabulation agent for the solicitation of the bankruptcy plan. MacKenzie Partners, Inc. (800 322-2885 or 212 929-5500) is the proxy solicitor.

C&D Technologies is a Blue Bell, Pa.-based engineer, manufacturer and seller of reserve power systems for regulating and monitoring power flow and providing backup power.

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