EXHIBIT 99.1
Investor Inquiries:
Gregory C. Thompson
(440) 329-6111
INVACARE CORPORATION ANNOUNCES CLOSING OF REFINANCING TRANSACTIONS
ELYRIA, OHIO -- (FEBRUARY 12, 2007) -- Invacare Corporation (NYSE: IVC)
("Invacare" or the "Company") announced today the completion of its previously
announced refinancing transactions. The new financing program provides the
Company with total capacity of approximately $710 million, the net proceeds of
which have been used to refinance substantially all of the Company's existing
indebtedness and pay related fees and expenses.
As part of the financing, the Company entered into a $400 million senior secured
credit facility consisting of a $250 million term loan facility and a $150
million revolving credit facility. The Company's obligations under the new
senior secured credit facility are secured by substantially all of the Company's
assets and are guaranteed by its material domestic subsidiaries, with certain
obligations also guaranteed by its material foreign subsidiaries. Borrowings
under the new senior secured credit facility will generally bear interest at
LIBOR plus a margin of 2.25%, including an initial facility fee of 0.50% per
annum on the facility.
The Company also completed the sale of $175 million principal amount of its
9 3/4% Senior Notes due 2015 to qualified institutional buyers pursuant to Rule
144A and to non-U.S. persons outside the United States in reliance on Regulation
S under the Securities Act of 1933, as amended (the "Securities Act"). The notes
are unsecured senior obligations of the Company guaranteed by substantially all
of the Company's domestic subsidiaries, and pay interest at 9 3/4% per annum on
each February 15 and August 15. The net proceeds to the Company from the
offering of the notes, after deducting the initial purchasers' discount and the
estimated offering expenses payable by the Company, were approximately $167
million.
Also, as part of the refinancing, the Company completed the sale of $135 million
principal amount of its Convertible Senior Subordinated Debentures due 2027 to
qualified institutional buyers pursuant to Rule 144A under the Securities Act.
The debentures are unsecured senior subordinated obligations of the Company
guaranteed by substantially all of the Company's domestic subsidiaries, pay
interest at 4.125% per annum on each February 1 and August 1, and are
convertible upon satisfaction of certain conditions into cash, common shares of
the Company, or a combination of cash and common shares of the Company, subject
to certain conditions. The initial conversion rate is 40.3323 shares per $1,000
principal amount of debentures, which represents an initial conversion price of
approximately $24.79 per share. The debentures are redeemable at the Company's
option, subject to specified conditions, on or after February 6, 2012 through
and including February 1, 2017, and at the Company's option after February 1,
2017. On February 1, 2017 and 2022 and upon the occurrence of certain
circumstances, holders have the right to require the Company to repurchase all
or some of their debentures. The net proceeds to the Company from the offering
of the debentures, after deducting the initial purchasers' discount and the
estimated offering expenses payable by the Company, were approximately $132.3
million.
The notes, debentures and common shares issuable upon conversion of the
debentures have not been registered under the Securities Act or the securities
laws of any other jurisdiction and may not be offered or sold in the United
States absent registration under, or an applicable exemption from, the
registration requirements of the Securities Act and applicable state securities
laws.
A. Malachi Mixon, III, chairman and chief executive officer stated, "We are very
pleased to have completed our refinancing program and believe that the long-term
capital structure we have put in place gives us the platform to continue
restructuring our business and assist us in carrying out our plans to overcome
industry challenges and deliver improved operating income in 2007. We would like
to thank our senior lenders, Bank of America, National City Bank and KeyBank,
for their support through this refinancing."
Invacare Corporation (NYSE: IVC), headquartered in Elyria, Ohio, is the global
leader in the manufacture and distribution of innovative home and long-term care
medical products that promote recovery and active lifestyles. The Company has
6,000 associates and markets its products in 80 countries around the world. For
more information about the Company and its products, visit Invacare's website at
www.invacare.com.
This press release contains forward-looking statements within the meaning of the
"Safe Harbor" provisions of the Private Securities Litigation Reform Act of
1995. Terms such as "will," "should," "plan," "intend," "expect," "continue,"
"forecast", "believe," "anticipate" and "seek," as well as similar comments, are
forward-looking in nature. Actual results and events may differ significantly
from those expressed or anticipated as a result of risks and uncertainties which
include, but are not limited to, the following: possible adverse effects of
being substantially leveraged, which could impact our ability to raise capital,
limit our ability to react to changes in the economy or our industry or expose
us to interest rate risks; changes in government and other third-party payor
reimbursement levels and practices; consolidation of health care customers and
our competitors; ineffective cost reduction and restructuring efforts; inability
to design, manufacture, distribute and achieve market acceptance of new products
with higher functionality and lower costs; extensive government regulation of
our products; lower cost imports; increased freight costs; failure to comply
with regulatory requirements or receive regulatory clearance or approval for our
products or operations in the United States or abroad; potential product
recalls; uncollectible accounts receivable; difficulties in implementing a new
Enterprise Resource Planning system; legal actions or regulatory proceedings and
governmental investigations; product liability claims; inadequate patents or
other intellectual property protection; incorrect assumptions concerning
demographic trends that impact the market for our products; provisions in our
bank credit agreements or other debt instruments that may prevent or delay a
change in control; the loss of the services of our key management and personnel;
decreased availability or increased costs of raw materials could increase our
costs of producing our products; inability to acquire strategic acquisition
candidates because of limited financing alternatives; risks inherent in managing
and operating businesses in many different foreign jurisdictions; exchange rate
fluctuations, as well as the risks described from time to time in Invacare's
reports as filed with the Securities and Exchange Commission. Except to the
extent required by law, we do not undertake and specifically decline any
obligation to review or update any forward-looking statements or to publicly
announce the results of any revisions to any of such statements to reflect
future events or developments or otherwise.