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GEO SPECIALTY CHEMICALS POSTS FIRST QUARTER 2005 RESULTS
CLEVELAND, Ohio - Pursuant to Section 7.01 of the indenture governing
GEO Specialty Chemicals Inc.'s $125 million Senior Secured Floating Rate Notes Due 2009, the company today posted its first quarter 2005 financial results. The report is available on GEO's web site, www.geosc.com, via the Financial Highlights link accessible through the About Us section of the site.
GEO is a global manufacturer of specialty chemicals serving the water-treatment, rubber and plastics, coating, construction, opto-electronics and compound semiconductor industries. The company has 19 plants in the United States, two plants in Europe and one in Australia.
Media Contact: Kristen Baird Adams, Robert Falls & Co. Public Relations.
Telephone: 216.696.0229
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GEO Specialty Chemicals, Inc. Announces New Revolving Credit Agreement
CLEVELAND, Ohio - GEO Specialty Chemicals, Inc., today announced that it has entered into a new senior secured revolving credit facility,
effective April 4, 2005, with The CIT Group/Business Credit, Inc. (CIT), in the principal amount of up to $10 million.
The new, asset-based facility is for a term of three years, renewing automatically for one-year periods thereafter.
Availability of funds will be based upon eligible receivables and inventory.
"At the end of 2004, GEO issued $125 million of senior floating rate notes, $10 million of which has remained unused
in a reserve account, pending the closing of this revolving loan," said GEO President and Chief Executive Officer George
P. Ahearn. "We are pleased that our new facility will allow us to pay down $10 million of our senior floating rate notes
and replace it with a more cost effective and flexible arrangement, permitting us to borrow money as needed."
Simultaneously with the closing of the new credit facility, GEO entered into a supplement to the Indenture governing
its senior floating rate notes and amended certain of the agreements associated with the Indenture. The trustee under
the Indenture is Wells Fargo Bank, N.A. The supplement to the Indenture, and the amendments to the agreements associated
with it, deal primarily with intercreditor security arrangements between CIT and Wells Fargo Bank, N.A., the collateral agent
for the holders of the senior floating rate notes, changes to various provisions related to the revolving credit facility, and
amendments to certain financial covenants.
GEO is a global manufacturer of specialty chemicals serving the water-treatment, rubber and plastics, coating, construction,
opto-electronics and compound semiconductor industries. The company has 19 plants in the United States, two plants in Europe
and one in Australia. A copy of this press release will be posted on GEO's web site, www.geosc.com, via the News link accessible
on the About Us section of the site.
Forward-Looking Statements: Some of the statements contained in this press release are forward-looking in nature, outlining future
expectations or projections of results of operations or financial conditions. Such forward-looking statements are subject to known
and unknown risks, uncertainties and other factors that could cause actual results to differ materially from the information or projections
contained herein. The forward-looking statements are based on information available to the Company as of the date of this press release.
You are cautioned not to place undue reliance on these forward-looking statements. In addition, the Company is under no duty to update
these forward-looking statements due to new information or as a result of future events.
Media Contact: Kristen Baird Adams, Robert Falls & Co. Public Relations.
Telephone: 216.696.0229
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GEO Specialty Chemicals Announces Prompt Emergence from
Chapter 11
CLEVELAND, OHIO, January 3, 2004 : GEO Specialty Chemicals, Inc. and its subsidiary,
GEO Specialty Chemicals Limited (together, "GEO"), announced that they emerged from bankruptcy on December 31, 2004
pursuant to their plan of reorganization approved by the United States Bankruptcy Court for the District of
New Jersey on December 20, 2004.
"GEO's emergence from Chapter 11 in just over nine months from its filing date is a testament to the hard work and
commitment of our employees and the support of our financing sources, key vendors and customers. Our plan ultimately
enjoyed the support of all classes of creditors and its confirmation by the Bankruptcy Court on December 20, 2004
clears the way for a significantly de-levered GEO to focus on serving its customers with a view to sustained profitable
growth," said George P. Ahearn, GEO's President and CEO.
Through its reorganization GEO has discharged over $135 million of unsecured obligations and cancelled its prepetition
common shares and warrants. On December 31, GEO repaid its prepetition senior secured facilities and debtor-in-possession
arrangement with its new $125 million senior note facility. The new facility provides GEO with approximately $10 million
in additional liquidity. Pursuant to the plan, GEO will also make cash distributions of approximately $4.3 million to
general unsecured creditors and certain key continuing vendors. GEO currently intends to remain a privately held company.
William P. Eckman, GEO's Executive Vice President and CFO said "The closing of our new financing is expected to provide adequate
funding for GEO's ongoing operating needs. The combination of our improved liquidity and key continuing vendor program should
allow us to return to normal trade credit terms in the near future." Mr. Ahearn added, "We have seen a significant
improvement in our financial performance during the 12 months ended November 30, 2004 with EBITDA of $22.2 million during
that period, up from $15.3 million for the same period in 2003. Revenues for the 12 months ended November 30, 2004 were
$170 million, up from $153 million for the same period in 2003. The preliminary outlook for 2005 is for continued top
line growth and an improvement in earnings driven primarily by sustained increases in the U.S. economy, more favorable
export opportunities due to the decline in the dollar and higher prices overall."
GEO is a global manufacturer of specialty chemicals serving the water-treatment, rubber and plastics, coating, construction,
opto-electronics and compound semiconductor industries. GEO has nineteen plants in the USA, two plants in Europe and
one plant in Australia.
Some of the statements contained in this press release are forward-looking
in nature, outlining future expectations or projections of results of operations or financial
conditions. Such forward-looking statements are subject to known and unknown risks,
uncertainties and other factors that could cause actual results to differ materially from
the information or projections contained in these forward-looking statements. The
forward-looking statements are based on information currently available to the Company and
speak only as of the date of this press release. You are cautioned not to place undue
reliance on these forward-looking statements. In addition, the Company is under no duty
to update these forward-looking statements due to new information or as a result of future
events.
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GEO Files Plan of Reorganization: Key Milestone Toward Emergence from Chapter 11
CLEVELAND, OHIO, November 1, 2004 : - GEO Specialty Chemicals, Inc., a diversified manufacturer
of specialty and electronic chemicals, announced today that it has filed its Plan of Reorganization and Disclosure Statement
with the United States Bankruptcy Court for the District of New Jersey. The Plan reflects an agreement as to the principal
terms of a consensual reorganization reached among the company, its senior secured lenders and the official committee of
unsecured creditors.
"The filing of our reorganization plan represents a key event in our objective to emerge from Chapter 11 by year-end," said
George Ahearn, President and Chief Executive Officer. "We believe that the Plan provides the framework that will allow GEO to
emerge as a stronger, more competitive company. We especially want to thank our customers, vendors, employees and lenders for
their support throughout this process. The fact that GEO has been able to achieve this in just over seven months from our
initial filing attests to the resiliency of the company, its employees, and to its solid base of diversified businesses."
Under the company's proposed Plan, which is subject to creditor approval, confirmation by the Bankruptcy Court, and consummation of
exit financing, GEO's balance sheet would be substantially de-levered. Key elements of the proposed Plan include:
- Repayment of the company's current bank debt with a new exit financing facility of up to $130M which will also
be used to fund working capital and pay Plan obligations.
- Conversion of the Company's $120M 101/8% Senior Subordinated Notes to equity.
The next step in the bankruptcy process is to obtain Court approval of the Disclosure Statement at a hearing to be scheduled
by the Court. If the Disclosure Statement is approved by the Court, the Company will solicit votes on the Plan from those
pre-petition Creditors who are entitled to vote on the Plan. The Company hopes to confirm the Plan by year-end.
The Plan is subject to supplementation, modification and amendment prior to confirmation.
Statements contained in this press release that are not historical facts are forward-looking statements. In addition, GEO,
through its senior management, may from time to time make forward-looking public statements concerning the matters described in
this press release. Such forward-looking statements are necessarily estimates based upon current information and involve a number
of risks and uncertainties. GEO's actual results may differ materially from the results anticipated in these forward-looking
statements as a result of a variety of factors, including those identified in this press release and forward-looking statements
contained in this press release or in other public statements of GEO or its senior management should be considered in light of
those factors. There can be no assurance that such factors or other factors will not affect the accuracy of such forward-looking
statements.
Contact: Joseph Radecki, Managing Director, Leveraged Finance Group, CIBC World Markets.
Telephone: (212) 885-4744
e-mail: joseph.radecki@us.cibc.com.
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GEO Specialty Chemicals Reduces Gallium Production
CLEVELAND, OHIO, March 15, 2004 : GEO Gallium S.A., a subsidiary of GEO Specialty Chemicals, Inc.,
reduced production at its Stade facility in 2003 to approximately one-third of capacity and is currently continuing to operate at this rate.
“The market has been oversupplied and prices have fallen since 2001 to levels that make production unattractive. If we operated a large alumina plant
like many other producers, we would shut down completely until the market came back into balance” stated George Ahearn, GEO’s President and CEO.
“Following the spike in prices in 2000-2001, additional capacity was built which the market never needed. The downturn in demand coupled with this added
capacity has reduced prices to unprecedented levels” said Terry Guckes, GEO’s Vice President for Electronic Chemicals. He added that “GEO carefully monitored
actual demand and usage during the spike and wisely elected to defer its investment at Pinjarra, Australia.” . The Pinjarra facility has now been inactive for
several years, and GEO has no plans to reactivate the project.
Looking to the future, Dr. Guckes added “The cutback in production means GEO’s inventory levels are being reduced. We will continue to evaluate conditions in
the gallium market to determine if further reductions in output are warranted."
GEO is a global manufacturer of specialty chemicals serving the water-treatment, rubber and plastics, coating, construction, opto-electronics and compound
semiconductor industries. GEO has eighteen plants in the USA, two plants in Europe and one plant in Australia.
Statements contained in this press release that are not historical facts are forward-looking statements. In addition, GEO, through its
senior management, may from time to time make forward-looking public statements concerning the matters described in this press release. Such forward-looking
statements are necessarily estimates based upon current information, involve a number of risks and uncertainties and are made pursuant to the “safe harbor” provisions
of the Private Securities Litigation Reform Act of 1995. GEO’s actual results may differ materially from the results anticipated in these forward-looking statements
as a result of a variety of factors, including those identified in this press release and in the public filings made by GEO with the Securities and Exchange Commission,
including GEO’s Annual Report on Form 10-K for the year ended December 31, 2002 and its Quarterly Reports on Form 10-Q, and forward-looking statements contained in this
press release or in other public statements of GEO or its senior management should be considered in light of those factors. There can be no assurance that such factors
or other factors will not affect the accuracy of such forward-looking statements.
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GEO Specialty Chemicals Provides Update on Restructuring Discussions and Bond
Interest Payment
CLEVELAND, OHIO, March 5, 2004 : GEO Specialty Chemicals, Inc. announced today that the
company continues to engage in active negotiations with its senior lenders and a group
representing a majority in value of its unsecured lenders regarding a financial restructuring of the
company’s balance sheet. GEO also said that events of default have occurred under both the
indenture governing the company’s 10¹/8% senior subordinated notes and the company’s senior
credit facility because the company failed to make its bond interest payment within the 30-day
grace period that commenced February 2.
“We are continuing discussions aimed at securing the best future for GEO and its stakeholders
and are confident that a satisfactory resolution will be negotiated to the benefit of all parties
involved,” said George P. Ahearn, GEO’s President and Chief Executive Officer. “Our senior
lenders and bondholders remain at the negotiating table with us with the objective of promptly
finalizing the restructuring of GEO’s finances in the coming weeks.”
“As we work to reduce our debt through a consensual restructuring, our underlying business,
exclusive of financing costs and credit concerns, remains cash positive," said William P. Eckman,
Chief Financial Officer of GEO, who added, "We will make every effort to safeguard the interests
of our customers, vendors and employees in the course of this restructuring."
Although GEO is actively pursuing discussions towards a final agreement on a financial
restructuring, there can be no assurance that such an agreement will ultimately be reached.
GEO is a global manufacturer of specialty chemicals serving the water-treatment, rubber and
plastics, coating, construction, opto-electronics and compound semiconductor industries. GEO
has eighteen plants in the USA, two plants in Europe and one plant in Australia.
Statements contained in this press release that are not historical facts are forward-looking
statements. In addition, GEO, through its senior management, may from time to time make
forward-looking public statements concerning the matters described in this press release. Such
forward-looking statements are necessarily estimates based upon current information, involve a
number of risks and uncertainties and are made pursuant to the “safe harbor” provisions of the
Private Securities Litigation Reform Act of 1995. GEO’s actual results may differ materially from
the results anticipated in these forward-looking statements as a result of a variety of factors,
including those identified in this press release and in the public filings made by GEO with the
Securities and Exchange Commission, including GEO’s Annual Report on Form 10-K for the year
ended December 31, 2002 and its Quarterly Reports on Form 10-Q, and forward-looking
statements contained in this press release or in other public statements of GEO or its senior
management should be considered in light of those factors. There can be no assurance that such
factors or other factors will not affect the accuracy of such forward-looking statements.
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GEO Specialty Chemicals Misses Bond Interest Payment Due February 2; 30-Day Grace
Period In Effect
CLEVELAND, OHIO, February 2, 2004 : GEO Specialty Chemicals, Inc. said today that it did not
make the interest payment due February 2 on its 10¹/8% senior subordinated notes. This
commences a 30-day grace period during which the company will need to make the interest
payment in order to avoid an event of default under its various financing agreements.
With respect to the company’s position, George P. Ahearn, President and Chief Executive Officer
of GEO stated “We very much regret the current situation but we remain hopeful that the long
term effect of this step will be to increase the company’s value and benefit all interested parties.”
Ahearn said that the Company would continue to operate with its existing cash resources and cash
flow from operations while it negotiates with its equity sources, bank group and other
stakeholders and explores its strategic options. Although it is intended that these discussions will
be conducted on a consensual basis, there can be no assurance that an agreement will ultimately
be reached.
William P. Eckman, Chief Financial Officer of GEO, added “This development does not affect
our immediate ability to pay our employees or vendors or fill orders and serve our customers.”
He further commented “All of GEO’s lines of business are continuing to operate and are
delivering high quality products and services to customers as usual.” The company continues to
be on current terms with its trade creditors and currently has adequate liquidity to pay in a timely
manner its operating and trade-related obligations in the ordinary course.
The company has engaged CIBC World Markets to advise it with respect to evaluating strategic
and financial options.
GEO is a global manufacturer of specialty chemicals serving the water-treatment, rubber and
plastics, coating, construction, opto-electronics and compound semiconductor industries. GEO
has seventeen plants in the USA, and two plants in Europe.
Forward-Looking Statements
Statements contained in this press release that are not historical facts are forward-looking
statements. In addition, GEO, through its senior management, may from time to time make
forward-looking public statements concerning the matters described in this press release. Such
forward-looking statements are necessarily estimates based upon current information, involve a
number of risks and uncertainties and are made pursuant to the “safe harbor” provisions of the
Private Securities Litigation Reform Act of 1995. GEO’s actual results may differ materially from
the results anticipated in these forward-looking statements as a result of a variety of factors,
including those identified in this press release and in the public filings made by GEO with the
Securities and Exchange Commission, including GEO’s Annual Report on Form 10-K for the
year ended December 31, 2002 and its Quarterly Reports on Form 10-Q, and forward-looking
statements contained in this press release or in other public statements of GEO or its senior
management should be considered in light of those factors. There can be no assurance that such
factors or other factors will not affect the accuracy of such forward-looking statements.
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GEO Specialty Chemicals, Inc. Obtains Bank Amendment
CLEVELAND, OHIO, August 28, 2003 - GEO Specialty Chemicals, Inc. has successfully obtained an amendment to its Senior Credit Agreement. The amendment allows for continued access by GEO to its revolving loan facility and the payment of interest due to the holders of GEO's 10 1/8% Senior Subordinated Notes due 2008 within the 30- day grace period that commenced on August 1, 2003. As part of the amendment, $6.1 million of additional funding was obtained through the issuance of a Senior Promissory Note. CIBC World Markets advised GEO in connection with the amendment.
"With the amendment and the payment of the interest due to our bondholders, GEO now has the flexibility and the liquidity needed to pursue its business plans" stated William P. Eckman, GEO's Chief Financial Officer.
GEO is a global manufacturer of specialty chemicals serving the water-treatment, rubber and plastics, coating, construction, opto-electronics and compound semiconductor industries. GEO has seventeen plants in the USA, two plants in Europe, and one in Australia.
Forward-Looking Statements
Statements contained in this press release that are not historical facts are forward-looking statements. In addition, GEO, through its senior management, may from time to time make forward-looking public statements concerning the matters described in this press release. Such forward-looking statements are necessarily estimates based upon current information, involve a number of risks and uncertainties and are made pursuant to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. GEO's actual results may differ materially from the results anticipated in these forward- looking statements as a result of a variety of factors, including those identified in this press release and in the public filings made by GEO with the Securities and Exchange Commission, including GEO's Annual Report on Form 10-K for the year ended December 31, 2002 and its Quarterly Reports on Form 10-Q, and forward-looking statements contained in this press release or in other public statements of GEO or its senior management should be considered in light of those factors. There can be no assurance that such factors or other factors will not affect the accuracy of such forward-looking statements.
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GEO Specialty Chemicals Obtains Waiver under Senior Credit Facility and Obtains New Loan Commitment
CLEVELAND, OHIO, July 31, 2003 - GEO Specialty Chemicals, Inc. said today that it has obtained a 2nd quarter covenant waiver from its senior lenders and will be in negotiations through August concerning a further amendment to the terms of its senior credit facility. The company has received a loan commitment which will, subject to its bank negotiations, permit GEO to make the $6.1million interest payment due on its 10¹/8% Senior Subordinated Notes within the 30-day grace period commencing August 1st as provided in the governing indenture. As a result, the interest payment will not be made on August 1st.
"The company is engaged in negotiations with its senior lenders towards agreement on the terms of the amendment and has adequate liquidity to meet its operating and trade obligations in the ordinary course," according to William P. Eckman its Chief Financial Officer.
The company cited weak demand in its electronic chemicals and wire and cable additives businesses. In addition, extraordinary price increases in key raw materials and energy costs has curtailed its first half profit performance. Management indicated that it expects the full impact of its recent price increases and cost reduction actions will improve second half earnings.
GEO is a global manufacturer of specialty chemicals serving the water-treatment, rubber and plastics, coating, construction, opto-electronics and compound semiconductor industries. GEO has seventeen plants in the USA, two plants in Europe, and one in Australia.
Forward-Looking Statements
Statements contained in this press release that are not historical facts are forward-looking statements. In addition, GEO, through its senior management, may from time to time make forward-looking public statements concerning the matters described in this press release. Such forward-looking statements are necessarily estimates based upon current information, involve a number of risks and uncertainties and are made pursuant to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. GEO's actual results may differ materially from the results anticipated in these forward- looking statements as a result of a variety of factors, including those identified in this press release and in the public filings made by GEO with the Securities and Exchange Commission, including GEO's Annual Report on Form 10-K for the year ended December 31, 2002 and its Quarterly Reports on Form 10-Q, and forward-looking statements contained in this press release or in other public statements of GEO or its senior management should be considered in light of those factors. There can be no assurance that such factors or other factors will not affect the accuracy of such forward-looking statements.
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GEO Opens Manufacturing Plant in Lake Charles, Louisiana
CLEVELAND, OHIO, October 14, 2002 - GEO Specialty Chemicals, Inc. recently completed construction of a manufacturing plant in Lake Charles, Louisiana, for the production of sodium aluminate and other aluminum-based products.
According to Denny Grandle, GEO's vice president and general manager of its aluminum products business, GEO has retrofitted the plant's existing equipment and installed new equipment, such as a batch reactor with integrated load cells and a pressure leaf filter. The plant is up and running.
The new facility will enable GEO to better serve its customers in several important ways, explains Brian Steppig, GEO's pulp and paper manager. "We can now provide our paper mill customers the full range of products and services they've requested. We can also expand our capabilities to serve a broader customer base, including the catalyst and titanium dioxide industries. Most importantly, we'll realize cost savings so we can provide our quality products to customers at very competitive rates.
GEO's construction of the manufacturing plant will also benefit the Lake Charles area through the hire of new employees and the generation of tax revenue.
GEO Specialty Chemicals is a global manufacturer of specialty chemicals serving the rubber and plastics, water-treatment, coating, construction, optoelectronics and compound semiconductor industries. GEO has twenty-one plants in four countries. The company has grown through strategic acquisition and internal efforts to become a $240M company.
Forward-Looking Statements
Some of the statements made in this press release, including statements containing the words "believes," "intends," "expects," "plans," "estimates," "will" or similar words, constitute forward-looking statements under the federal securities laws. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of GEO or its industry to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Some of the factors that could cause or contribute to such a difference include: (a) changes in general economic conditions that might impact the demand for GEO's products, in the United States or in the foreign countries where GEO sells products; (b) decreases in customer spending levels due to general economic conditions or other factors affecting the volume of business of GEO's customers; (c) the increased risk during economic downturn that GEO's customers may declare bankruptcy or experience payment difficulties; (d) increases in GEO's cost of borrowing or a default or covenant violation under GEO's indenture or other material debt agreement; (d) GEO's inability to effectively integrate acquired businesses or efficiently expand operations, or its incurrence of greater than expected expenses in connection with operating acquired businesses or expanding operations; and (f) changes in environmental or other governmental regulations or enforcement.
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GEO Exercises Purchase Option Agreement with Rhodia Chimie
CLEVELAND, OHIO, September 9, 2002 - GEO Specialty Chemicals, Inc. has exercised its purchase option agreement with Rhodia Chimie S.A. to purchase the shares of Rhodia Pinjarra PTY LTD. With the completion of the agreement, GEO takes control of the former Rhodia gallium extraction facilities for its planned gallium extraction plant in Pinjarra. The plant will be the largest of its kind and uses GEO's patented process technology to produce 99.99% gallium metal. The metal will be further purified by GEO for use in semiconductor and opto-electronic applications.
"The acquisition of Rhodia's Pinjarra facility and our long-term supply agreement with ALCOA's Western Australia facilities gives GEO access to the largest single source of gallium in the world," says George Ahearn, CEO of GEO, "and this makes GEO the largest strategic producer of gallium."
GEO is a privately owned global manufacturer of specialty chemicals serving water treatment, coatings, construction, rubber & plastics, and electronic applications. GEO has nineteen (19) plants worldwide. Its' corporate headquarters are in Cleveland, Ohio.
Forward-Looking Statements
Some of the statements made in this press release, including statements containing the words "believes," "intends," "expects," "plans," "estimates," "will" or similar words, constitute forward-looking statements under the federal securities laws. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of GEO or its industry to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Some of the factors that could cause or contribute to such a difference include: (a) changes in general economic conditions that might impact the demand for GEO's products, in the United States or in the foreign countries where GEO sells products; (b) decreases in customer spending levels due to general economic conditions or other factors affecting the volume of business of GEO's customers; (c) the increased risk during economic downturns that GEO's customers may declare bankruptcy or experience payment difficulties; (d) increases in GEO's cost of borrowing or a default or covenant violation under GEO's indenture or other material debt agreement; (e) GEO's inability to effectively integrate acquired businesses or efficiently expand operations, or its incurrence of greater than expected expenses in connection with operating acquired businesses or expanding operations; and (f) changes in environmental or other governmental regulations or enforcement.
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