[Cenveo logo]
Exhibit 99.1
NEWS RELEASE
CENVEO CORPORATION, SUBSIDIARY OF CENVEO, INC.,
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ACCEPTS 8-3/8% SENIOR SUBORDINATED NOTES DUE 2014
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OF CADMUS COMMUNICATIONS CORPORATION
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STAMFORD, CT - (MARCH 19, 2007) - Cenveo, Inc. (NYSE: CVO, "Cenveo") announced
today that its wholly-owned subsidiary, Cenveo Corporation, a Delaware
corporation (the "Company"), has accepted for purchase all $20,875,000 of the
outstanding $125,000,000 aggregate principal amount of 8-3/8% Senior
Subordinated Notes due 2014 of Cadmus Communications Corporation (CUSIP No.
127587AD5) (the "Notes") that were validly tendered and not withdrawn prior to
5:00 p.m., New York City time, on March 16, 2007 (the "Consent Payment
Deadline"). The Company had made a cash tender offer to purchase any or all of
the Notes pursuant to its Offer to Purchase and Consent Solicitation Statement
dated March 5, 2007 (the "Offer to Purchase").
The tender offer and consent solicitation were subject to the satisfaction of
certain conditions, including receipt of consents from holders of a majority
of the outstanding Notes. The Company has not received consents from holders
of a majority of the outstanding Notes and has determined to waive the
condition that it receive such consents. Accordingly, the Company will not
make proposed amendments to the indenture governing the Notes that would, as
contemplated by the Offer to Purchase, have eliminated substantially all of
the restrictive covenants and certain events of default in the indenture.
The Company will pay total consideration of $1,015.00 per $1,000 principal
amount of Notes to holders who validly tendered and did not withdraw their
Notes prior to the Consent Payment Deadline. Any remaining Notes validly
tendered and not withdrawn
before the Expiration Date (as defined below) but after the Consent Payment
Deadline will receive the tender offer consideration of $1,005.00 per $1,000
principal amount of Notes. The tender offer for Notes is scheduled to expire
at 5:00 p.m., New York City time, on March 30, 2007.
The complete terms and conditions of the tender offer are described in the
Offer to Purchase, copies of which may be obtained by contacting MacKenzie
Partners, Inc., the information agent for the offer, at (212) 929-5500
(collect) or (800) 322-2885 (U.S. toll-free). Wachovia Securities and JPMorgan
are the dealer managers and solicitation agents for the tender offer and
consent solicitation. Additional information concerning the tender offer and
consent solicitation may be obtained by contacting Wachovia Securities,
Liability Management Group, at (704) 715-8341 (collect) or (866) 309-6316 (US
toll-free) or JPMorgan, High Yield Capital Markets, at (212) 270-3994
(collect).
This press release does not constitute an offer to sell or a solicitation of
an offer to buy any Notes or other securities, nor shall there be any sale of
any Notes or other securities in any state or jurisdiction in which such an
offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction. This
announcement is also not an offer to purchase or a solicitation of consents
with respect to, any Notes or other securities. The tender offer and consent
solicitation are being made solely by the Offer to Purchase and Consent
Solicitation Statement dated March 5, 2007.
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CENVEO (NYSE: CVO), HEADQUARTERED IN STAMFORD, CONNECTICUT, IS A LEADER IN THE
MANAGEMENT AND DISTRIBUTION OF PRINT AND RELATED PRODUCTS AND SERVICES. THE
COMPANY PROVIDES ITS CUSTOMERS WITH LOW-COST SOLUTIONS WITHIN ITS CORE
BUSINESSES OF COMMERCIAL PRINTING AND PACKAGING, ENVELOPE, FORM, AND LABEL
MANUFACTURING, AND PUBLISHER SERVICES; OFFERING ONE-STOP SERVICES FROM DESIGN
THROUGH FULFILLMENT. WITH 10,000 EMPLOYEES WORLDWIDE, CENVEO DELIVERS EVERYDAY
FOR ITS CUSTOMERS THROUGH A NETWORK OF PRODUCTION, FULFILLMENT, CONTENT
MANAGEMENT, AND DISTRIBUTION FACILITIES ACROSS THE GLOBE.
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Statements made in this release, other than those concerning historical
financial information, may be considered "forward-looking statements," which
are based upon current expectations and involve a number of assumptions, risks
and uncertainties that could cause the actual results to differ materially
from such forward-looking statements. In view of such uncertainties, investors
should not place undue reliance on our forward-looking statements. Such
statements speak only as of the date of this release, and we undertake no
obligation to update any forward-looking statements made herein. Factors that
could cause actual results to differ materially from management's expectations
include, without limitation: (1) our substantial indebtedness impairing our
financial condition and limiting our ability to incur additional debt; (2) the
terms of our indebtedness imposing significant restrictions on our operating
and financial flexibility; (3) the potential to incur additional indebtedness,
exacerbating the above factors; (4) cross default provisions in our
indebtedness, which could cause all of our debt to become due and payable as a
result of a default under an unrelated debt instrument; (5) our ability to
successfully integrate acquisitions; (6) intense competition in our industry;
(7) the absence of long-term customer agreements in our industry, subjecting
our business to fluctuations; (8) factors affecting the U.S. postal services
impacting demand for our products; (9) increases in paper costs and decreases
in its availability; (10) our history of losses and ability to return to
consistent profitability; (11) the availability of the Internet and other
electronic media affecting demand for our products; (12) our labor relations;
(13) compliance with environmental rules and regulations; (14) dependence on
key management personnel; and (15) general economic, business and labor
conditions. This list of factors is not exhaustive, and new factors may emerge
or changes to the foregoing factors may occur that would impact the Company's
business. Additional information regarding these and other factors can be
found in Cenveo, Inc.'s periodic filings with the SEC, which are available at
http://www.cenveo.com.
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Inquiries from analysts and investors should be directed to Robert G. Burton,
Jr. at (203) 595-3005.