CHARLOTTE, N.C., Sept. 26, 2011 /PRNewswire/ -- Horizon Lines,
Inc. (NYSE: HRZ) announced that it filed on September 26, 2011, an amendment to its
Registration Statement on Form S-4 and an amendment to Schedule TO
relating to its previously announced exchange offer and consent
solicitation for its $330.0 million
of existing unsecured 4.25% convertible senior notes ("2012
convertible notes"). The exchange offer documents were revised in
response to comments received by the Securities and Exchange
Commission (SEC) to (i) further clarify what exchange consideration
holders of the 2012 convertible notes who are non-U.S. citizens
will receive and (ii) make other updating and conforming changes.
The SEC is continuing to review the company's Registration
Statement on Form S-4 relating to the exchange offer and consent
solicitation and has not yet declared the Registration Statement
effective, which is a condition of the exchange offer, among
others.
As part of the exchange offer, the company is also seeking
consents from all holders of the 2012 convertible notes to remove
substantially all of the restrictive covenants and certain events
of default from the indenture governing the 2012 convertible
notes.
The company and its advisors continue to work with the financial
and legal advisors to the informal committee of noteholders to
finalize the documentation and terms of the recapitalization plan,
of which the exchange offer and consent solicitation are an
integral part. The company intends to complete the exchange offer
of the existing 2012 convertible notes by the end of September, at
which time it expects to close the entire refinancing.
As discussed in the exchange offer documents, each participating
holder in the exchange offer must state their U.S. citizenship by
completing a questionnaire and certifying whether such holder is a
U.S. citizen prior to the company accepting such holder's tender
and consent of its 2012 convertible notes in the exchange offer.
Each holder must provide the DTC Account Number of its custodian,
the principal amount of notes tendered and the VOI number that
relates to its tendering instructions. A holder can obtain the VOI
number from its custodian. The completed questionnaire and any
additional information, correspondence or requests for
reconsideration of citizenship determination may be sent to the
attention of Michael F. Zendan II,
Senior Vice President, General Counsel and Secretary of Horizon
Lines, Inc., who may be contacted by telephone at 704-973-7029, by
fax at 704-973-7010, or by e-mail at MZendan@HorizonLines.com. The
information and exchange agent for the exchange offer and consent
solicitation is Global Bondholder Services Corporation.
Important Information about the Exchange Offer
This release is for informational purposes only and is not an
offer to buy or the solicitation of an offer to sell any security.
An exchange offer will only be made by means of a prospectus, a
letter of transmittal and other offer documents, as described
below. In connection with the exchange offer by Horizon Lines,
Inc., the company previously filed a Registration Statement on Form
S-4 (which contains a preliminary prospectus), amendments to the
Registration Statement, an exchange offer statement on Schedule TO,
as amended, and other related documents and materials with the SEC.
Investors and security holders are strongly urged to carefully
review the registration statement, amendments to the registration
statement, the preliminary prospectus, the exchange offer
statement, the amendments to the exchange offer statement and the
other related documents and materials filed with the SEC, including
the final prospectus described below, when available, as well as
any amendments and supplements thereto because they will contain
important information about the company, the exchange offer and
related transactions and are the sole means by which any offer to
exchange or sell, or any solicitation of any such offers, will be
made.
The registration statement contains a preliminary prospectus and
related transmittal materials that have been delivered to holders
of the 4.25% convertible senior notes. Investors and security
holders may obtain a free copy of the registration statement,
amendments to the registration statement, preliminary prospectus
and transmittal materials, as well as other documents filed by the
company with the SEC, at the SEC's website, www.sec.gov. Prior to
the completion of the exchange offer, the registration statement
must become effective under the securities laws, and after
effectiveness, the company will file with the SEC the final
prospectus. Investors and security holders are strongly urged to
carefully review the final prospectus when it is available. Copies
of the exchange offer documents, the U.S. citizenship questionnaire
and other filed documents will be available for free at the
company's website, www.horizonlines.com, or by making a request to
Horizon Lines, Inc., 4064 Colony Road, Suite 200, Charlotte, North Carolina 28211, (704)
973-7000, Attention: Jim Storey,
Director, Investor Relations & Corporate Communications.
About Horizon Lines
Horizon Lines, Inc. is the nation's leading domestic ocean
shipping and integrated logistics company. The company owns or
leases a fleet of 20 U.S.-flag containerships and operates
five port terminals linking the continental United States with Alaska, Hawaii, Guam,
Micronesia and Puerto Rico. The company provides express
trans-Pacific service between the U.S. West Coast and the ports of
Ningbo and Shanghai in China, manages a domestic and overseas service
partner network and provides integrated, reliable and cost
competitive logistics solutions. Horizon Lines, Inc., is based in
Charlotte, NC, and trades on the
New York Stock Exchange under the ticker symbol HRZ.
Forward-Looking Statements
The information contained in this press release should be read
in conjunction with our filings made with the Securities and
Exchange Commission. This press release contains "forward-looking
statements" within the meaning of the federal securities laws.
Forward-looking statements are those that do not relate solely to
historical fact. They include, but are not limited to, any
statement that may predict, forecast, indicate or imply future
results, performance, achievements or events. Words such as, but
not limited to, "will," "intend," "expect," "would," "could,"
"must," "may," and similar expressions or phrases identify
forward-looking statements.
Factors that may cause expected results or anticipated events or
circumstances discussed in this press release to not occur or to
differ from expected results include: the ability of the parties to
agree on the final terms of the refinancing; our ability to close
on the refinancing; our ability to satisfy other conditions of the
refinancing, including satisfaction of any remaining diligence
requests; the ability of the investors to fund the refinancing;
general conditions in the capital markets; general economic
conditions; our ability to maintain adequate liquidity to operate
our business; volatility in fuel prices and in freight rates;
decreases in shipping volumes; our ability to remain Jones Act
compliant because of changes in ownership; or our ability to
continue as a going concern.
All forward-looking statements involve risk and uncertainties.
In light of these risks and uncertainties, expected results or
other anticipated events or circumstances discussed in this press
release might not occur. The forward-looking statements included in
the press release are made only as of the date they are made and
the company undertakes no obligation to update any such statements,
except as otherwise required by applicable law. See the section
entitled "Risk Factors" in our Form 10-K filed with the SEC on
March 28, 2011, for a more complete
discussion of these risks and uncertainties and for other risks and
uncertainties. Those factors and the other risk factors described
therein are not necessarily all of the important factors that could
cause actual results or developments to differ materially from
those expressed in any of our forward-looking statements. Other
unknown or unpredictable factors also could harm our results.
Consequently, there can be no assurance that actual results or
developments anticipated by us will be realized or, even if
substantially realized, that they will have the expected
consequences.
SOURCE Horizon Lines, Inc.