Denali news & news releases
Contacts:
R.
Kevin Andrews
Chief Financial Officer
713-627-0933
Ken Dennard / kdennard@easterly.com
Lisa Elliot / lisae@easterly.com
Easterly
Investor Relations
713-529-6600
FOR
IMMEDIATE RELEASE DENALI ANNOUNCES REVISIONS TO PROPOSED INVESTMENT IN
COMPANY BY WILLIAM BLAIR MEZZANINE CAPITAL PARTNERS AND 30-DAY FORBEARANCE
BY LENDERS JULY 12, 2000 HOUSTON, TEXAS Denali Incorporated (NASDAQ:DNLI) today
announced that it has entered into a revised letter of intent with William
Blair Mezzanine Capital Partners relating to an investment by Blair in
the Company. Under the new proposal, Blair will invest a total of $23
million in the Company, made up of $18 million of subordinated debt with
detachable warrants to purchase up to 2,550,000 shares of Company common
stock at $2.26 per share, and $5 million of preferred stock with detachable
warrants to purchase up to 1,330,645 shares of Company common stock at
$2.26 per share. The Company is currently negotiating definitive documentation
for this investment with Blair. The transaction will be subject to satisfactory
due diligence completion by Blair and stockholder approval. The Company
will prepare and distribute proxy materials to reflect the proposed investment
as soon as possible. The stockholder meeting that was scheduled for July
25, 2000, will be rescheduled. The Company expects to hold a special stockholders
meeting in mid-September to approve the proposed investment. The Company
will announce the record date and meeting date as soon as these dates
are determined. Denali also announced that it has obtained the agreement
of its U.S. bank facility lenders not to enforce their remedies against
the Company until July 31, 2000 for the Companyıs ongoing financial covenant
defaults and for the Companyıs failure to make required principal payments
due under the facility on June 30, 2000. Similarly, the Company has obtained
the agreement of its subordinated debt lenders not to enforce their remedies
against the Company until July 31, 2000 for the Companyıs ongoing financial
covenant defaults and the Companyıs failure to make required interest
payments due under the subordinated debt on June 30, 2000. Denali Incorporated,
with pro forma trailing twelve month revenues of over $200 million, is
a global provider of fluid handling products specializing in corrosion-resistant
applications in process industries such as: chemical, power, pulp and
paper, petroleum equipment and water/wastewater. The Company manufactures
engineered fiberglass-composite tanks, vessels and piping systems, as
well as steel, aboveground storage tanks. The Company also distributes
a wide range of engineered products and systems. Headquartered in Houston,
Texas, Denali Incorporated has over 20 manufacturing facilities in the
United States, the Netherlands, Germany, the United Kingdom, Poland, France
and Chile and joint ventures in Venezuela and Thailand. For more information
on the Company, please visit its Web site at www.denaliincorporated.com.
This press release does not constitute an offer of any securities for
sale. The Company will not offer or sell any such securities in the United
States absent registration or an applicable exemption from registration
under applicable securities laws. This news release contains certain forward-looking
statements as such term is defined in the Private Securities Litigation
Reform Act of 1995 and information relating to the company and its subsidiaries
that are based on the beliefs of the company's management as well as assumptions
made by and information currently available to the company management.
When used in this report, the words, "anticipate," "believe," "estimate,"
"expect" and "intend" and words or phrases of similar import, as they
relate to the company or its subsidiaries or company management, are intended
to identify forward-looking statements. Such statements reflect the current
risks, uncertainties and assumptions related to certain factors including,
without limitations, competitive factors, general economic conditions,
customer relations, relationships with vendors, the interest rate environment,
governmental regulation and supervision, seasonality, distribution networks,
product introductions and acceptance, technological change, changes in
industry practices, onetime events and other factors described herein.
Based upon changing conditions, should any one or more of these risks
or uncertainties materialize, or should any underlying assumptions prove
incorrect, actual results may vary materially from those described herein
as anticipated, believed, estimated, expected or intended. ###
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