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Fleetwood Announces Successful Completion of Exchange Offer
Posted by: gurufocus (IP Logged)
Date: December 15, 2008 12:05PM

Press Release: Fleetwood Announces Successful Completion of Exchange Offer Fleetwood Enterprises Inc. is one of the nation's largest producers of manufactured housing and manufacturers of recreational vehicles such as motor homes travel trailers folding trailers and slide-in truck campers. The company's principal manufacturing activities are conducted in the U.S. and to a much lesser extent in Canada. In addition the company operates supply companies which produce components for its primary manufacturing operations while also generating outside sales. Fleetwood Enterprises Inc. has a market cap of $19.06 million; its shares were traded at around $0.13 with and P/S ratio of 0.01. More on FLE: Gurus buys and sells of FLE 10-year financial history of FLE. Insider buys/sells of FLE.

Press Release:

RIVERSIDE, Calif., Dec. 12 /PRNewswire-FirstCall/ -- FleetwoodEnterprises, Inc. (NYSE: FLE) announced today that it has successfullycompleted the exchange offer, launched on October 30, 2008, to issueFleetwood's new 14% senior secured notes and shares of its common stock inexchange for its existing $100 million principal amount of 5% convertiblesenior subordinated debentures. Approximately $79 million in aggregateprincipal amount of debentures were tendered and accepted in the exchangeoffer, which expired at 5:00 p.m., New York City time, on December 11, 2008.Pursuant to the terms of the exchange offer, Fleetwood will issueapproximately $81.4 million in aggregate principal amount of its new 14%senior secured notes and 11 million shares of its common stock. Fleetwood willissue the new notes and shares as promptly as practicable. Holders of thedebentures who did not tender into this exchange offer may either retain their5% convertible debentures or tender their debentures by Monday, December 15,2008 in a separate registered exchange offer. Holders who tender in thatseparate exchange offer will receive only shares of common stock. Based on thevolume weighted average price formula by which these shares will be valued,Fleetwood anticipates that it will have sufficient authorized but unissuedshares with which to meet that obligation, and therefore that it will fullysatisfy the terms of the governing indenture.

Notification of Non-Compliance with NYSE Listing Requirements

Fleetwood has received formal notification from NYSE Regulation, Inc. thatit is not in compliance with the NYSE's continued listing standardrequirements that it maintain a market capitalization of at least $25 millionover a 30 trading-day period, and that it have, at a minimum, either a $75million average market capitalization or $75 million in stockholders' equity.Fleetwood is pursuing various solutions to satisfy the continued listingstandards, including the successful completion of the exchange offer asreported above, and in addition Fleetwood is continuing to develop andimplement ongoing restructuring initiatives to improve operations and furtherreduce costs. As previously announced, NYSE earlier notified the Company thatit was not in compliance with the $1.00 average share price continued listingstandard, and Fleetwood had previously notified the NYSE of its intent to curethat deficiency.

Important Information Regarding Exchange Offers

In connection with these two offers, registration statements on Form S-4,tender offer statements on Schedule TO, and related documents and amendmentsthereto relating to the offers have been filed by Fleetwood with the SEC. Thisnews release shall not constitute an offer to exchange or sell, or thesolicitation of an offer to exchange or buy, nor shall there be any exchangeor sale of such securities in any state in which such offer, exchange,solicitation or sale would be unlawful prior to registration or qualificationunder the securities laws of any such state. Holders of the debentures arestrongly advised to read the registration statements, tender offer statementsand other related documents because these documents contain importantinformation. Such holders may obtain copies of the exchange offer materialsfrom MacKenzie Partners, the information agent for the offers, at 800-322-2885. These documents can also be obtained at no charge from Fleetwood or atthe SEC's website, :84da:http://www.sec.gov:/84da:. Fleetwood is not making anyrecommendation to holders of outstanding debentures as to whether they shouldtender their securities pursuant to the remaining offer.

About Fleetwood

Fleetwood Enterprises, Inc., through its subsidiaries, is a leadingproducer of recreational vehicles and manufactured homes. This Fortune 1000company, headquartered in Riverside, Calif., is dedicated to providingquality, innovative products that offer exceptional value to its customers.Fleetwood operates facilities strategically located throughout the nation,including recreational vehicle, factory-built housing and supply subsidiaryplants. For more information, visit Fleetwood's website at:84da:http://www.fleetwood.com:/84da:.

This press release contains certain forward-looking statements andinformation based on the beliefs of Fleetwood's management as well asassumptions made by, and information currently available to, Fleetwood'smanagement. Such statements reflect the current views of Fleetwood withrespect to future events and are subject to certain risks, uncertainties, andassumptions, including risk factors identified in Fleetwood's 10-K and otherSEC filings. These risks and uncertainties include, without limitation, thesignificant demands on our liquidity while current economic and creditconditions are severely affecting our operations; the lack of assurance thatwe will regain sustainable profitability in the foreseeable future; ourpotential inability to decrease our operating losses and negative cash flow;the effect of ongoing weakness in both the manufactured housing andrecreational vehicle markets, especially the recreational vehicle market whichhas deteriorated sharply in recent months; the volatility of our stock priceand the risk of potential delisting from the NYSE; the effect of a decline inhome equity values, volatile fuel prices and interest rates, global tensions,employment trends, stock market performance, credit crisis, availability offinancing generally, and other factors that can and have had a negative impacton consumer confidence, and which may continue to reduce demand for ourproducts, particularly recreational vehicles; the availability and cost ofwholesale and retail financing for both manufactured housing and recreationalvehicles; our ability to comply with financial tests and covenants on existingand future debt obligations; our ability to obtain, on reasonable terms if atall, the financing we will need in the future to execute our businessstrategies; ; potential dilution associated with future equity or equity-linked financings we may undertake to raise additional capital and the riskthat the equity pricing may not be favorable; the cyclical and seasonal natureof both the manufactured housing and recreational vehicle industries; theincreasing costs of component parts and commodities that we may be unable torecoup in our product prices; repurchase agreements with floorplan lenders,which we currently expect could result in increased costs due to thedeteriorated market conditions; expenses and uncertainties associated with theentry into new business segments or the manufacturing, development, andintroduction of new products; the potential for excessive retail inventorylevels and dealers' desire to reduce inventory levels in the manufacturedhousing and recreational vehicle industries; the effect on our sales, marginsand market share from aggressive discounting by competitors; potentialincreases in the frequency and size of product liability, wrongful death,class action, and other legal actions; and the highly competitive nature ofour industries and changes in our competitive landscape.

Filed by Fleetwood Enterprises, Inc. pursuant to
    Rule 425 under the Securities Act of 1933 and
    Rule 13e-4 under the Securities Exchange Act of 1934
    Subject Company: Fleetwood Enterprises, Inc.
    Commission File No. 001-7699

     Contact:  Lyle Larkin, Vice President -- Treasurer (951) 351-3535
     * Kathy A. Munson, Director -- Investor Relations (951) 351-3650
Source: PRNewsWire More on FLE: Gurus buys and sells of FLE 10-year financial history of FLE. Insider buys/sells of FLE.

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FLE is in the portfolios of Robert Rodriguez.


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