Quebecor World (USA) Inc. Launches Consent Solicitation
Press release from the issuing company
GREENWICH, CONNECTICUT--Quebecor World (USA) Inc., formerly known as World Color Press, Inc. (the "Company''), announced that on Tuesday, July 10, 2001 it launched a consent solicitation with respect to amending the indentures (the "Indentures'') governing the Company's 8-3/8% Senior Subordinated Notes Due 2008 and 7-3/4% Senior Subordinated Notes Due 2009 (collectively, the "Notes''), respectively.
The proposed amendments include amendments to the covenants in each Indenture regarding financial reporting, limitations on restricted payments, merger and consolidation and sale of substantially all assets, dividends and payment restrictions, incurrence of indebtedness, limitations on liens, investments in certain subsidiaries, transactions with affiliates and limitations on other subordinated indebtedness. The Notes presently are senior subordinated obligations of the Company and carry a subordinated guarantee by Quebecor World Inc.; the proposed amendments also include the deletion of the subordination provisions of the Notes and of the guarantee of the Notes by Quebecor World Inc.
If the Company receives valid and unrevoked consents from holders of at least a majority in aggregate principal amount of each series of outstanding Notes, Quebecor Printing (USA) Holdings Inc., the sole stockholder of the Company and an indirect, wholly-ownedsubsidiary of Quebecor World Inc., will merge with and into the Company, with the Company surviving the proposed merger, the proposed amendments described above willbe adopted by the execution of a supplemental indenture to each Indenture and the Company will pay to holders of the Notes $5.00 in cash for each $1,000 principal amountof such Notes for which a valid consent has been delivered and not revoked.
In addition, if the Company receives valid and unrevoked consents from holders of all outstanding Notes, an amendment to the covenant in each Indenture regarding limitations on asset sales (other than sales of substantially all assets) will be included in the supplemental indenture to each Indenture.
Holders of the Notes may revoke their consents until valid consents from holders of a majority in aggregate principal amount of each series of the outstanding Notes are received by the Company, which may occur before the expiration of the solicitation. The solicitation will expire at 5:00 p.m., New York City time, on July 24, 2001.
The record date for the consent solicitation is 5:00 p.m., New York City time, on July 9, 2001. Only holders of the Notes as of the record date are eligible to participate in the consent solicitation. The complete terms and provisions of the consent solicitation are contained in the consent solicitation statement and accompanying materials that were mailed on Tuesday, July 10, 2001 to holders of the Notes as of the record date.
Salomon Smith Barney is the exclusive Solicitation Agent for the consent solicitation and can be reached at 390 Greenwich Street, 4th floor, New York, NY 10013, Attention - Liability Management Group, or by telephone at (800) 558-3745 (toll free) or (212) 723-6106. Mellon Investor Services LLC is the Information Agent and the Tabulation Agent for the consent solicitation. Requests for assistance in completing and delivering the consent letter or requests for additional copies of the consent solicitation statement, the consent letter or other related documents should be directed to the Information Agent at 44 Wall Street, 7th Floor, New York, NY 10005 or by telephone for banks and brokers at (917) 320-6286 and for all others at (866) 293-6622 (toll free).
Quebecor World (USA) Inc. is an indirect, wholly-owned subsidiary of Quebecor World Inc. The Company, together with the other U.S. subsidiaries of Quebecor World Inc., comprise the largest diversified commercial printer in the United States, providing digital premedia, press, binding, logistics and other value added services to customers in the commercial, direct mail, magazine, catalog, retail, book and directory markets.
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