ST. LOUIS, Dec. 28, 2012 /PRNewswire/ -- K-V Pharmaceutical
Company ("K-V" or "the Company") today announced that the U. S.
Bankruptcy Court for the Southern District of New York, the Honorable Judge Allan L. Gropper presiding, approved the
Company's settlement agreement with Hologic, Inc. ("Hologic
Settlement"), and authorized the Company to enter into an
$85 million debtor-in-possession
("DIP") financing to, among other things, fund the settlement.
"The resolution of the Hologic litigation is a major milestone
in our restructuring. Now that it is resolved, K-V can focus
on completing all other necessary steps for confirmation of a plan
of reorganization and timely emergence from Chapter 11," said K-V
President and CEO Greg
Divis. "We are committed to our core women's
health care business and continue to work closely with our
customers to advance the care of the patients we serve."
The Hologic Settlement resolves all disputes between K-V and
Hologic related to Makena®, confirms K-V's ownership of Makena® and
allows the Company to move forward with their efforts to pursue a
plan of reorganization based upon Makena®. The
$85 million DIP financing facility
will be used to satisfy the terms of the Hologic Settlement,
provide additional financial flexibility during the pendency of the
Company's Chapter 11 proceeding and fund certain payments under the
proposed plan of reorganization.
The DIP financing contains various bankruptcy milestones
including a requirement that the Company file a proposed plan of
reorganization in January. The proposed plan, which has the
support of over 75% of the Company's prepetition senior secured
noteholders based on principal amount held, is intended to
maximize recoveries to stakeholders of the Company.
K-V and certain of its affiliates commenced cases to reorganize
under Chapter 11 of the U.S. Bankruptcy Code on August 4, 2012. The Chapter 11 cases are being
jointly administered under case number 12-13346.
The DIP Lenders consist of affiliates or funds of each of Silver
Point Finance, LLC, Whitebox Advisors, LLC, and Pioneer Investment
Management, Inc.
Willkie Farr & Gallagher LLP
serves as bankruptcy counsel to K-V, and Jefferies & Co., Inc.
as financial advisor and investment banker.
Updates and additional information can be found at the Company's
website www.kvph.com. In addition, the Company's Claims
Administrator, Epiq Bankruptcy Solutions, Inc., maintains a
web-based resource where documents from the Chapter 11 cases,
including the Company's Petitions, can be found,
http://dm.epiq11.com/KVD.
About K-V Pharmaceutical Company
K-V Pharmaceutical Company is a specialty branded pharmaceutical
company with a primary focus in the area of women's healthcare. As
such, we are committed to advancing the health of women across all
the stages of their lives.
For further information about K-V Pharmaceutical Company, please
visit the Company's corporate website at www.kvph.com.
Cautionary Note Regarding Forward-Looking Statements
This release contains various forward-looking statements within
the meaning of the United States Private Securities Litigation
Reform Act of 1995 (the "PSLRA") and which may be based on or
include assumptions concerning our operations, future results and
prospects. Such statements may be identified by the use of words
like "plan," "expect," "aim," "believe," "project," "anticipate,"
"commit," "intend," "estimate," "will," "should," "could,"
"potential" and other expressions that indicate future events and
trends.
All statements that address expectations or projections about
the future, including, without limitation, statements about product
launches, governmental and regulatory actions and proceedings,
market position, revenues, expenditures and the impact of recalls
and suspensions of shipments on revenues, adjustments to the
financial statements, the filing of amended filings with the
Securities and Exchange Commission ("SEC") and other financial
results, are forward-looking statements.
All forward-looking statements are based on current expectations
and are subject to risk and uncertainties. In connection with the
PSLRA's "safe harbor" provisions, we provide the following
cautionary statements identifying important economic, competitive,
political, regulatory and technological factors, among others, that
could cause actual results or events to differ materially from
those set forth or implied by the forward-looking statements and
related assumptions. Such factors include (but are not limited to):
(1) the ability of the Company and its subsidiaries to continue as
a going concern; (2) the ability of the Company and its
subsidiaries to obtain Bankruptcy Court approval of motions they
file in the Chapter 11 cases; (3) the ability of the Company and
its subsidiaries to prosecute, develop and consummate a plan of
reorganization with respect to the Chapter 11 cases; (4) the
effects of the bankruptcy filing on the Company and its
subsidiaries and the interests of various creditors, equity holders
and other constituents; (5) the effects of rulings of the
Bankruptcy Court in the Chapter 11 cases and the outcome of the
cases in general; (6) the length of time the Company and its
subsidiaries will operate under the Chapter 11 cases; (7) risks
associated with third-party motions in the Chapter 11 cases, which
may interfere with the ability of the Company and its subsidiaries
to develop one or more plans of reorganization and consummate such
plans once they are developed; (8) the potential adverse effects of
the Chapter 11 proceedings on the Company's liquidity or results of
operations; (9) the ability to execute the Company's business and
restructuring plans; (10) increased legal costs related to the
Company's bankruptcy filing and other litigation; (11) that its
Class A Common Stock and Class B Common Stock will be, or will
continue to be, traded on the OTCQB Marketplace and whether
sufficient volumes and liquidity will develop; and (12) the ability
of the Company and its subsidiaries to maintain contracts that are
critical to their operation, including to obtain and maintain
normal terms with their vendors, customers and service providers
and to retain key executives, managers and employees.
This discussion is not exhaustive, but is designed to highlight
important factors that may impact our forward-looking
statements.
Because the factors referred to above, as well as the statements
included in Part I, Item 1A—"Risk Factors," of our Annual Report on
Form 10-K for the fiscal year ended March
31, 2012 and under the heading "Risk Factors" in our
Registration Statement on Form S-1 filed with the Securities and
Exchange Commission on July 31, 2012,
could cause actual results or outcomes to differ materially from
those expressed in any forward-looking statements made by us or on
our behalf, you should not place undue reliance on any
forward-looking statements. All forward-looking statements
attributable to us are expressly qualified in their entirety by the
cautionary statements in this "Cautionary Note Regarding
Forward-Looking Statements" and the risk factors that are included
under Part I, Item 1A of our Annual Report on Form 10-K for the
fiscal year ended March 31, 2012 and
under the heading "Risk Factors" in our Registration Statement on
Form S-1 filed with the Securities and Exchange Commission on
July 31, 2012. Further, any
forward-looking statement speaks only as of the date on which it is
made and we are under no obligation to update any of the
forward-looking statements after the date of this release. New
factors emerge from time to time, and it is not possible for us to
predict which factors will arise, when they will arise and/or their
effects. In addition, we cannot assess the impact of each factor on
our future business or financial condition or the extent to which
any factor, or combination of factors, may cause actual results to
differ materially from those contained in any forward-looking
statements.
SOURCE K-V Pharmaceutical Company