TK Aluminum Ltd., the indirect parent of Teksid Aluminum
Luxembourg S.ΰ r.l., S.C.A.,
has provided an update regarding various matters related to
the ongoing business of the Company. Teksid Aluminum is an
independent manufacturer of aluminum engine castings for the
automotive industry. Principal products are cylinder
heads, engine blocks, transmission housings and suspension
components.
Who are the Company's largest customers?
Based on 2006 revenue, the three largest customers of
the Company's retained operations (i.e., those not sold or
agreed to be sold to Tenedora Nemak, S.A. de C.V.) are
Renault, Fiat and PSA Peugeot Citroλn.
Are discussions ongoing regarding a sale or sales of the
Group B assets?
Yes. The Company continues to pursue alternatives with
regard to its remaining equity interests in its subsidiaries
located in France, Italy and Germany (together, "Group B").
As previously reported, the Company is in discussions with
potential purchasers of some or all operations. As
previously disclosed, the Company's financial advisor Lazard
has conducted and continues to conduct an extensive sale
process, which has included a wide range of potential
industrial and financial parties, of which various parties
have shown interest in individual groups of assets or
businesses or, in some instances, the entire business of the
Company. The Company has also engaged the professional
services firm Alvarez & Marsal ("A&M") in evaluating and
assessing its various options with respect to its Group B
assets.
The consummation of a transaction with any potential
purchaser remains subject to a number of conditions,
including execution of a definitive agreement, regulatory
approvals, completion of satisfactory due diligence, consent
of the majority of holders of the Company's 11 3/8% Senior
Notes due 2011 ("Noteholders") and internal approvals of the
Company. There can be no assurance that a definitive
agreement with any party will be executed on acceptable
terms or at all. Additionally, even assuming acceptable
terms are reached, there can be no assurance that the
required conditions of such transactions would be met,
including any requirement to receive consent of the
Noteholders.
What is the expected timing and amount of the Fiat
indemnity payment?
As previously disclosed, pursuant to a settlement
agreement between the Company and Teksid S.p.A., which is
controlled by FIAT S.p.A. ("FIAT"), entered into on July 11,
2006 (the "Settlement Agreement"), the Company is entitled
to receive certain indemnity payments from Teksid S.p.A.,
including a payment of 18.0 million upon release of FIAT
from its guaranty provided in favor of one of the Company's
lenders for the benefit of a subsidiary of the Company (the
"Fiat Payment"). Subject to the satisfaction of certain
conditions contained in the termination agreement entered
into between that certain subsidiary of the Company and
other beneficiaries of the guaranty, the guaranty is
expected to be released approximately 90 days from the
consummation of the initial Nemak transaction. Pursuant to
the Settlement Agreement, the Fiat Payment is expected to be
made within 10 business days after such release.
Accordingly, we expect the payment to be made in
approximately late June 2007.
What is the role of Alvarez & Marsal?
A&M (U.S.) has been retained to provide consulting
services to the Company's subsidiary Teksid Aluminum North
America, Inc., and A&M (Europe) has been retained by the
Company's French and Italian subsidiaries.
|
|
The principal products manufactured by Teksid
Aluminum are cylinder heads, engine blocks,
transmission housings and suspension components. |
|
|
|
Teksid Aluminum, part of TK Aluminum is an
independent manufacturer of aluminum engine castings
for the automotive industry. |
|
They will provide certain consulting and advisory services to such
companies. In rendering its services to such companies, A&M
(Europe) reports to the respective boards, Chief Executive
Officer and such other persons as the respective boards or
Chief Executive Officer may specify.
It is expected that the Company will appoint a
representative of A&M as chief restructuring officer of
Teksid Aluminum Luxembourg S.ΰ r.l., S.C.A ("Teksid
Luxembourg") for an appropriate period of time to assist in
the restructuring, recapitalization or disposition of the
Company's operations in France, Italy and Germany. Such
engagement is subject, however, to the availability of
sufficient funds to support the A&M activities and mutual
agreement regarding A&M's role in the corporate structure of
the Company.
Are discussions ongoing with respect to a disposition of the
Company's Turkish JV interest?
The Company continues to explore disposal opportunities
for its equity interest in Cevher Dokum Sanayi A.S. and has
received an offer from the majority equity owner, Cevher, to
purchase its equity interest.
What are the balances of the intercompany loans involving
the Company's Italian subsidiaries?
On an unaudited and preliminary basis, as of March 31,
2007, Teksid Aluminum S.r.l. ("Teksid Italy"), one of the
Italian subsidiaries, owed other group entities the
following respective amounts: Teksid Luxembourg, 1.04
million; the Company's French subsidiaries, 10.40 million;
Teksid Deutschland GmbH, 0.14 million. In addition, as of
the same date and on an unaudited and preliminary basis,
Teksid Italy was owed by the following entities: Teksid
Aluminum Poland Sp. Zo.o ("Teksid Poland"), 1.52 million;
Teksid Aluminum Getti Speciali S.r.l. ("Getti Speciali"),
1.18 million; Teksid Luxembourg, 6.40 million; TK Aluminum
Luxembourg Finance S.ΰ r.l., 15.3 million. The loan to
Teksid Poland was subsequently settled in connection with
the closing of the sale of Teksid Poland in April.
Also as of March 31, 2007, and again on an unaudited and
preliminary basis, Getti Speciali, the Company's other
Italian subsidiary, owed 1.18 million to Teksid Italy and
0.40 million to Teksid Luxembourg. In addition, Getti
Speciali was owed 0.82 million by Teksid Deutschland GmbH.
All amounts above are approximate.
Has the Company won any significant new customers or
product lines within the past six months?
The Company is committed to supporting its remaining
operations and customers. In the past six months, the
Company's subsidiary Fonderie du Poitou Aluminium S.A.S. has
won three new contracts to produce cylinder heads for
Renault. In addition, the Company has received additional
business support from FIAT as well as the opportunity to
supply additional volume to Renault. There can be no
assurance that the Company will have sufficient resources to
accommodate such opportunities. The Company is not in a
position to further comment on these developments.
|
|
|