Oglebay Norton Emerges From Chapter 11 Bankruptcy
January 31 2005 - 3:24PM
PR Newswire (US)
Oglebay Norton Emerges From Chapter 11 Bankruptcy CLEVELAND, Jan.
31 /PRNewswire-FirstCall/ -- Oglebay Norton Company (OTCBB) has
emerged from Chapter 11 bankruptcy protection effective today,
pursuant to a plan of reorganization approved by the U.S.
Bankruptcy Court for the District of Delaware on November 17, 2004.
(Logo: http://www.newscom.com/cgi-bin/prnh/19990901/CLW017 ) "All
of us at Oglebay Norton are very pleased to be out of Chapter 11,"
said Michael D. Lundin, president and chief executive officer. "We
set four goals when we began this process: restructure our debt and
achieve a sustainable capital structure, create the most value for
creditors, preserve the business, and emerge in an expedited
manner. We believe we have accomplished all these. On behalf of the
board of directors and management, I would like to extend my
gratitude to our employees for their hard work and dedication and
to our customers, vendors, lenders and advisors for their support
during the process." He continued, "We are now able to devote our
full attention to running the business and executing our strategic
plan. The strategy is based on our core competencies of extracting,
processing and providing aggregate and industrial minerals. We are
confident in our ability to implement this strategy and return
Oglebay Norton to its position as one of the best companies in the
aggregate and industrial minerals industry." He added that
management remains in active discussions to sell all or portions of
the company's mica operations. Under the plan of reorganization,
the claims of trade creditors will be paid in full, as will the
claims of other general unsecured creditors, except for holders of
the company's senior subordinated notes and holders of claims
related to the sale of the MLO business to Oglebay in April 2000.
In order to emerge, the company redeemed its senior secured notes,
issued new preferred stock and entered into a $310 million credit
facility. Holders of the company's senior subordinated notes
exchanged their notes for new common stock. Holders of the MLO
claims will receive significantly reduced annual amounts paid over
an extended period of time. The old common stock has been
cancelled. Holders of old common stock will receive warrants
entitling them to purchase new common stock. The company expects
the new common stock and the new preferred stock will trade on the
OTC Bulletin Board. According to the plan, Michael D. Lundin and
John P. O'Brien will continue as directors of the company following
the effective date. All other members of the board of directors
have resigned. The new board of directors consists of seven
members: * DeLyle W. Bloomquist, 45, president and chief executive
officer of General Chemical Industrial Products, Inc.; * Eugene I.
Davis, 49, chairman and chief executive officer of Pirinate
Consulting Group, LLC; * Laurence V. Goddard, 53, president, chief
executive officer and a director of The Parkland Group, Inc.; *
Robert H. Kanner, 57, chairman, president and chief executive
officer of Pubco Corporation; * Thomas O. Boucher Jr., 46, a
managing director of Ingalls & Snyder LLC; * Michael D. Lundin,
45, president and chief executive officer of Oglebay Norton
Company; * John P. O'Brien, 62, managing director of Inglewood
Associates, Inc. In the first meeting of the new board of directors
today, Thomas O. Boucher was elected chairman of the board. Oglebay
Norton Company, a Cleveland, Ohio-based company with a 150-year
heritage, provides essential minerals and aggregates to a broad
range of markets, from building materials and environmental
remediation to the energy and metallurgical industries. The company
has approximately 1,800 full-time and part-time hourly and salaried
employees in 13 states. The company's website is
http://www.oglebaynorton.com/ . The company and its wholly owned
subsidiaries filed voluntary petitions for relief under Chapter 11
on February 23, 2004. A registration statement relating to the
warrants and the common stock underlying the warrants has been
filed with the Securities and Exchange Commission and has been
declared effective, however, the prospectus supplement relating
thereto has not yet been filed. This press release does not and
will not constitute an offer to sell or a solicitation of an offer
to buy the warrants or the common stock underlying the warrants. An
offer, if any, of the warrants and the common stock underlying the
warrants will be made solely by means of such prospectus supplement
with respect to such offering. Safe Harbor Statement Certain
statements contained in this release are "forward-looking" in that
they reflect management's expectations and beliefs regarding the
future performance of the Company and its operating segments. Such
forward-looking statements are subject to uncertainties and factors
relating to the Company's operations and business environment, all
of which are difficult to predict and many of which are beyond the
control of the Company. The Company believes that the following
factors, among others, could affect its future performance and
cause actual results to differ materially from those expressed or
implied by forward-looking statements made by or on behalf of the
Company: (1) risks associated with the Company's substantial
indebtedness, including whether the restructuring accomplished
through the bankruptcy proceedings provided sufficient improvement
to the Company's financial position and provided adequate
liquidity; (2) the Company's ability to maintain its cost reduction
initiatives; (3) weather conditions, particularly in the Great
Lakes region, flooding, and/or water levels; (4) natural disasters,
equipment failures or other unexpected events; (5) fluctuations in
the price or availability of energy, fuel, oil and freight
transportation; (6) fluctuations in integrated steel production in
the Great Lakes region; (7) the development or acquisition of
additional industrial mineral reserves; (8) costs associated with
maintenance of the Company's vessels; (9) fluctuations in Great
Lakes and Mid- Atlantic construction activity; (10) economic
conditions in California or population growth rates in the
Southwestern United States; (11) the outcome of periodic
negotiations of labor agreements; (12) changes in the demand for
the Company's products due to changes in technology; (13) the
Company's ability to compete effectively in its markets; (14) the
loss, insolvency or bankruptcy of major customers or debtors; (15)
changes in law adverse to the Company, including laws relating to
asbestos litigation; (16) an increase in the number and cost of
asbestos and silica product liability claims filed against the
Company and its subsidiaries and determinations by a court or jury
against the Company's interest; (17) current and future regulations
imposed on the Company and its customers' businesses; (18)
difficulty in hiring sufficient staff that is appropriately skilled
and licensed, particularly for the Company's vessel operations;
(19) the insolvency of insurers, the effects of any coverage
litigation with insurers or adequacy of insurance; (20) additional
risk factors that may affect the Company's results identified under
the caption "Risk Factors" in the S-1 Registration Statement of the
Company originally filed with the Securities and Exchange
Commission on January 27, 2005.
http://www.newscom.com/cgi-bin/prnh/19990901/CLW017
http://photoarchive.ap.org/ DATASOURCE: Oglebay Norton Company
CONTACT: Patrick Gallagher of Edward Howard & Co.,
+1-216-781-2400, for Oglebay Norton Company Web site:
http://www.oglebaynorton.com/
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