SOLON, Ohio, June 3, 2003 (PRIMEZONE) -- Advanced Lighting Technologies, Inc. ("ADLT") (OTCBB:ADLQE) announced today that it has reached an agreement in principle with the Official Committee of Unsecured Creditors (the "Creditors Committee") and General Electric Company ("GE") on the principal terms for an amended joint plan of reorganization to be filed with the US Bankruptcy Court for the Northern District of Illinois, Eastern Division. The amended plan, amended disclosure statement and other definitive documents have not yet been completed or filed with the Bankruptcy Court. When filed, both the amended plan and disclosure statement are subject to revisions by the Debtors before the applicable hearing dates and are subject to review and approval by the court. The Debtors can give no assurance that the proposed plan will be approved by the Bankruptcy Court, that the plan will receive the required approvals of the creditors and, if necessary, equity securityholders of the Debtors, or that the Debtors will be able to implement the proposed plan.
Although the amended plan is subject to completion and to court and creditor approval, certain terms of the agreement in principle are summarized below because of their importance to investors in the Common Stock of ADLT. This release is not, and should not be construed as, a solicitation of support for the amended plan of reorganization as and when proposed by the Debtors.
Based on discussions with the Debtors' key constituents subsequent to the filing of the original plan of reorganization, the Debtors determined that confirmation of the original plan was unlikely. Payment of unsecured creditors of ADLT has not yet been finally agreed, but unsecured creditors of the other Debtors would be paid in full on the effective date of the Plan or in accordance with the ordinary terms established between the creditor and the Debtors.
Under the amended plan, the $100,000,000 8% Senior Notes and unpaid interest due on such Notes will be exchanged for new 8% Senior Notes having a principal amount of $40,000,000 and maturity in 2008. In addition, the holders of the Notes will receive common stock representing in aggregate approximately 79.2% of the common stock. The preferred shareholder (GE) will receive approximately 11.6% of the common stock and incentives for certain incremental business and cost savings initiatives. ADLT will establish for key managers an incentive plan which would have shares available equal to approximately 9.2% of the common stock. The holders of the Company's Common Stock, including holders of existing warrants and options who timely acquire shares pursuant to the terms of such instruments, will receive, in full and final satisfaction of their interests, in aggregate $2,850,000 pro rata, less the professional fees (up to $350,000) incurred by the committee representing the common shareholders. After the restructuring, it is contemplated that ADLT will no longer be a publicly held company and will no longer be required to file reports with the Securities and Exchange Commission.
"Upon confirmation of an amended plan, ADLT will continue its business operations uninterrupted and will have accomplished the Company's goal of restructuring its long-term debt obligations," said ADLT CEO, Wayne Hellman. "All of the Company's vendors and suppliers will be paid 100% of the amounts they are owed. Should the Courts approve the amended Plan, the Company will emerge from bankruptcy with a significantly stronger balance sheet as a large portion of the Company's long-term debt is converted to equity."
Hellman continues, "Overhead cost associated with being a publicly traded company will be eliminated and interest expense will be reduced. ADLT will continue to be a leading producer and developer of metal halide lighting products and advanced material products in the world today."
In other recent developments, the Debtors have filed a motion with the Bankruptcy Court for approval of a replacement secured revolving and term DIP credit facility. The replacement facility would allow the Debtors to complete the filings related to the amended plan and to seek approval of the amended plan without the requirement in the existing DIP credit facility to enter into agreements to sell assets of the Company prior to reorganization.
The case has been assigned to the Honorable Bankruptcy Judge Squires. Information regarding the filings in this case is available on the court's web site. ADLT's case is jointly administered under case No. 03-05255.
About Advanced Lighting Technologies:
ADLT is an innovation-driven designer, manufacturer and marketer of metal halide lighting products, including materials, system components, systems and equipment. ADLT and certain of its United States subsidiaries, including APL Engineered Materials, Inc., are currently operating as debtors-in-possession while the companies reorganize under Chapter 11 of the United States Bankruptcy Code. ADLT also develops, manufactures and markets passive optical telecommunications devices, components and equipment based on the optical coating technology of its wholly owned subsidiary, Deposition Sciences, Inc., which is not operating under protection of the Bankruptcy Code.
Forward Looking Statements:
Except for historical information contained herein, the matters discussed in this news release are forward-looking statements that involve risks and uncertainties, including uncertainties associated with the restructuring process, the ability of ADLT to successfully emerge from bankruptcy, the ability of ADLT to operate successfully during the reorganization proceeding, and disruptions to ADLT's business relationships during the restructuring process. Other risks and uncertainties include the strength of the recovery of the U.S. economy, timely development and market acceptance of new products, including production equipment, the ability to provide adequate incentives to retain and attract key employees, the impact of competitive products and pricing, and other risks detailed from time-to-time in ADLT's EDGAR filings with the Securities and Exchange Commission. In particular, see "Risk Factors" in ADLT's Form 10-K for the fiscal year ended June 30, 2002. Without limiting the foregoing, the words "believes," "anticipates," "plans," "expects" and similar expressions are intended to identify forward-looking statements. ADLT's actual results could differ materially from those anticipated in these forward-looking statements.