The new $600 million senior credit facilities consist of a
$400 million term loan, a $120 million revolving credit facility
and the right to obtain an additional term loan of up to $80
million under certain circumstances. The Company drew down
approximately $200 million of the term loan component today, and
may draw down the remaining $200 million at any time prior to
August 5, 2003.
The terms of the new facilities permit the Company, among
other things, to repurchase up to approximately an additional
$200 million of its common stock. The Company has commenced a
tender offer to purchase up to 2.2 million shares of its
outstanding common stock at prices between $60 and $66 per share
pursuant to a modified "Dutch Auction." The closing of the
refinancing of the senior credit facilities and the sale of the
Company's senior subordinated notes had been a condition to the
Company's obligations under the tender offer; this condition has
now been satisfied. The Company has also entered into an
agreement with Apollo Investment Fund IV, L.P. and Apollo
Overseas Partners IV, L.P. to purchase additional shares of the
Company's common stock from these entities at the price
established in the tender offer, subject to certain conditions.
Robert D. Davis
Chief Financial Officer
"The refinancing of our senior credit facilities and the sale of
our senior subordinated notes, together with the planned
purchases of our common stock, are part of our effort to pursue
long-term financing opportunities for the Company. We believe
that these transactions will improve our overall financial
flexibility and lower our cost of capital."
