FiberMark 8K 01 03 06
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Current
Report
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report: January 3, 2006
(Exact
name of registrant as specified in charter)
Delaware
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001-12865
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82-0429330
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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161
Wellington Road
P.O.
Box 498
Brattleboro,
Vermont 05302
(802)
257-0365
Item
1.03. Bankruptcy or Receivership
On
January 3, 2006, FiberMark issued a press release (Exhibit 99.1) reporting
that
it has completed its financial reorganization and emerged from chapter 11
as a
private company. Effective today, having completed all conditions for emergence,
the company implemented its Plan of Reorganization, which had been approved
by
the U.S. Bankruptcy Court, District of Vermont, by order entered on December
5,
2005. Also on January 3, the Board of Directors announced that Alex Kwader
has
retired from his positions as the company’s Chairman of the Board of Directors
and Chief Executive Officer and will leave the company. Thomas Weld was
appointed Chairman of the Board and Brian Esher named Chief Executive Officer
for U.S. and U.K. operations. In addition, the Court issued an order for
the
notice of FiberMark’s effective date on January 3, 2006, which is available on
the company’s Web site at:
http://www.fibermark.com/restructure/indexRestructure.htm#courtOrders
This
exhibit is filed herewith and shall be deemed “filed” for purposes of Section 18
of the Securities Exchange Act of 1934.
Item
9.01 Financial Statements and Exhibits
Exhibit
99.1 Press
Release Dated January 3, 2006
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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FiberMark
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Date:
January 4, 2006
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By:
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/s/
John E. Hanley
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John
E. Hanley
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Vice
President and Chief Financial Officer
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EXHIBIT
INDEX
Exhibit
No.
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Description
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Exhibit
99.1
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Press
release dated January 3, 2006
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Exhibit
99.1
FOR
IMMEDIATE RELEASE |
Contact:
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Janice
C. Warren |
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Director,
Investor Relations and Corporate Communications |
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802
257 5981 |
FiberMark
Completes its Financial Reorganization,
Emerges
from Chapter 11 as a Private Company
BRATTLEBORO,
VERMONT, January 3, 2006—FiberMark, Inc., today announced that it has completed
its financial reorganization and emerged from chapter 11 as a private company.
Effective today, having completed all conditions for emergence, the company
implemented its Plan of Reorganization, which had been approved by the U.S.
Bankruptcy Court, District of Vermont, by order entered on December 5, 2005.
In
conjunction with its emergence from chapter 11, the company also closed on
its
exit financing facilities. The package includes $80 million in revolving
credit
facilities for working capital and general corporate purposes underwritten
by GE
Commercial Finance for its German and North American operations, none of
which
was drawn at closing. The company also has approximately $18 million in cash.
Consistent
with the Court-approved Plan, FiberMark’s previously outstanding common stock
will cease trading and has been cancelled. New
common stock has been created under the Plan for issuance to certain unsecured
creditors, including a
small
number of former bondholders, among them the company's new majority owner,
investment firm Silver Point Capital, as well as a small number of trade
creditors. As a now-private company, FiberMark is no longer required to file
its
financial statements with the Securities and Exchange Commission. Also effective
today, FiberMark installed its new Board of Directors, as detailed in its
Plan.
Also
effective today, the Board of Directors announced that Alex Kwader has retired
from his positions as the company’s Chairman of the Board of Directors and Chief
Executive Officer and will leave the company. The Board expressed its
appreciation to Alex for his many years of service and his efforts in
successfully guiding the company through the difficult bankruptcy process.
The
Board also announced that Thomas Weld will serve as Chairman of the Board
of
Directors, effective immediately. Dr. Walter Haegler will continue as Senior
Vice President and Managing Director of FiberMark’s German Operations and will
report directly to Mr. Weld as Chairman of the Board of Directors. The Board
is
also pleased to announce that Brian Esher will serve as Chief Executive Officer
of the company’s North American and UK operations. Mr. Esher brings a wealth of
related industry experience to this position having been a successful CEO
in
many other companies. Mr. Esher will be responsible for all aspects of the
company’s North American and U.K. operations and report to Mr. Weld as Chairman
of the Board of Directors.
“This
is
a long-awaited and welcome day for the company, marking completion of our
financial restructuring and our emergence from chapter 11,” said John Hanley,
Chief Financial Officer. “We have met our objective of emerging as a stronger
company strategically, operationally and financially, with a debt load
appropriate for our business. I credit this achievement to the confidence
and
support of our creditors and vendors, the loyalty and support of our customers,
and the professionalism and dedication of our employees, all of which were
evident throughout this process. We look forward to delivering the results
that
underlay this confidence in FiberMark as we implement our fresh start balance
sheet, operate on a more streamlined basis and continue to build our product
lines and brands in support of our core markets: office products, technical
specialties, publishing and packaging.”
FiberMark,
headquartered in Brattleboro, Vt., is a leading producer of specialty
fiber-based materials meeting industrial and consumer needs worldwide, operating
11 facilities in the eastern United States and Europe. Products include filter
media for transportation and vacuum cleaner bags; base materials for specialty
tapes, wallpaper, building materials, sandpaper and graphic arts applications;
and cover/decorative materials for office and school supplies, publishing,
printing and premium packaging.
This
document contains forward-looking statements. Actual results may differ
depending on the economy and other risk factors discussed in the company's
Form
10-K/A as filed with the SEC on May 4, 2005, which is also accessible on
the
company's Web site.
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