Quiksilver has exchanged $140 million of debt it owed its investor Rhône for 31.1 million shares of stock after shareholders approved the move Friday.
The price for the exchange was $4.50 per share.
Rhône now owns approximately 30% of Quiksilver shares, when its warrants are taken into consideration.
However, Rhône’s ownership is capped at this level due to a standstill agreement between the two companies, a Quiksilver spokesman said. Rhône will retain its two seats on the board.
Quiksilver CEO Bob McKnight said in a press release that the transaction is a “tremendous” vote of confidence by Rhône.
Before the transaction, Quiksilver owed Rhône $165 million. Now that $140 million of that has been paid off, Quiksilver believes that will help it get better terms on existing credit agreements in the Americas and get better terms for financing the remaining portion of its Rhône debt.
The reduction in interest payments will be accretive to earnings, Quiksilver said.
Here is the full release:
Quiksilver Exchanges $140 Million of Debt for Equity
Quiksilver stockholders overwhelmingly approve de-leveraging option Exchange reduces debt by $140 million Debt-for-equity exchange accretive to earnings
Huntington Beach, California, August 9, 2010 – Quiksilver, Inc. (NYSE:ZQK) today announced that it has completed a transaction with Rhône to exchange $140 million of the outstanding principal amount of Quiksilver’s senior secured term loans for an aggregate of approximately 31.1 million shares of its common stock at an exchange price of $4.50 per share.
Stockholders voted overwhelmingly in favor of the exchange in a special meeting conducted August 6, 2010, with more than 96% of the votes cast in favor of the exchange proposal.
Robert B. McKnight, Jr., Chairman of the Board, Chief Executive Officer and President of Quiksilver, Inc., commented, “We’re delighted to complete this debt for equity exchange as another important step toward further de-leveraging our balance sheet. The transaction provides us with additional operating and financial flexibility. We especially want to thank Rhône for the tremendous vote of confidence in making this investment and for their ongoing belief in our company. Since extending the original term loans to us a year ago, Rhône has become a major presence in our board room and they have added significant value to our business.”
As of August 9, 2010, the outstanding balance of the Rhône senior secured term loans and associated accrued interest was approximately $165 million. With the $140 million exchange transaction completed, the company expects that its improved leverage profile will enable it to amend and extend its asset-based line of credit agreement in the Americas region under improved terms and also expects to secure new term loan financing for the remaining principal amount of the Rhône term loans under considerably better terms than the credit markets permitted a year ago. The company expects that the interest savings, even considering the additional new shares outstanding, will result in earnings accretion.
In connection with the debt-for-equity exchange transaction, Quiksilver and Rhône entered into a stockholders agreement, pursuant to which, among other things, Rhône is subject to certain transfer and standstill restrictions and is entitled to certain customary information rights, participation rights and registration rights. Rhône’s two designated directors continue to serve on Quiksilver’s board of directors.
About Quiksilver:
Quiksilver, Inc. (NYSE:ZQK) is the world’s leading outdoor sports lifestyle company, which designs, produces and distributes a diversified mix of branded apparel, footwear, accessories, snowboards and related products. The Company’s apparel and footwear brands represent a casual lifestyle for young-minded people that connect with its boardriding culture and heritage.
The reputation of Quiksilver’s brands is based on outdoor action sports. The Company’s Quiksilver, Roxy, DC, Lib Tech and Hawk brands are synonymous with the heritage and culture of surfing, skateboarding and snowboarding.
