FOR IMMEDIATE RELEASE
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XXXXXX-XXXX FUNDING, L.L.C.
CLOSES TENDER OFFER
_______________________________________________________________________
WASHINGTON, D.C., August 24, 2000 - Xxxxxx-XXXX Funding, L.L.C. (Xxxxxx-
XXXX), today announced the acceptance for purchase of 5,625,000 shares of common
stock, par value $0.01 per share of EFTC Corporation (NASDAQ: EFTC) at a price
of $4.00 per share which were tendered pursuant to the tender offer commenced on
July 20, 2000.
The offer expired at 12:00 midnight, New York City time, on Tuesday August
22, 2000. Based on a preliminary report from the Depositary for the tender,
12,329,930 shares of EFTC common stock had been validly tendered and not
withdrawn pursuant to the tender offer, including 555,713 shares tendered
pursuant to Notices of Guaranteed Delivery. This represents 6,704,930 more
shares than were sought in the tender offer, and shares will therefore be
purchased on a pro rata basis.
Consummation of the tender offer is the final stage of a public
recapitalization of the EFTC. In the first stage of the recapitalization
transaction, on March 30, 2000, Xxxxxx-XXXX invested a total of $54 million in
EFTC in exchange for senior subordinated exchangeable notes and warrants. In
the second stage, on July 14, 2000, Xxxxxx-XXXX invested an additional $14
million in EFTC senior exchangeable notes.
As a result of the EFTC shareholders' approval of certain aspects of the
transaction and consummation of the tender offer, (A) the senior subordinated
exchangeable notes issued in March were exchanged for senior subordinated
convertible notes that are convertible into common stock at a conversion price
of $2.58 per share and (B) the senior subordinated exchangeable notes issued in
July were exchanged for EFTC's Series B Convertible Preferred Stock which
accrues dividends at a rate of 8.875% and is convertible into common stock at a
conversion price of $1.80 per share. The Series B Convertible Preferred Stock
votes on all matters with the common stock on an as converted basis. As a
result, following consummation of the tender offer, Xxxxxx-XXXX holds 5,625,000
shares of common stock and 14,233 shares of Series B Convertible Preferred Stock
which entitle Xxxxxx-XXXX to 13,532,407 votes representing 57.7% of the total
number of votes outstanding. Additionally, the convertible note is convertible
into 22,203,430 shares of common stock. If the convertible note is converted,
Xxxxxx-XXXX will be entitled to a total of 35,735,837 votes, representing 78.3%
of the total number of votes then outstanding.
EFTC Corporation is a provider of high-mix electronic services, employing
over 1500 people nationwide. EFTC provides services primarily to original
equipment manufacturers in the avionics, medical, instrumentation and
communications industries.
Xxxxxx-XXXX Funding, L.L.C., was formed by affiliates of Xxxxxx Capital
Partners, based in Washington D.C., and XXXX Capital Partners, based in San
Francisco, California. Xxxxxx manages two private equity funds with more than
$1.2 billion under management. Xxxxxx focuses on buyouts and growth equity
investments in four primary industries: information technology and services,
electronics and outsourced manufacturing, travel and leisure services and
outsourced business services. BLUM is a private equity and strategic block
investment firm, which manages in excess of $3 billion in capital both
domestically and internationally.
* * * * *
Safe Harbor Statement under the Private Securities Litigation Reform Act
of 1995:
Certain of the statements contained in this press release are forward-
looking statements that involve a number of risks and uncertainties. Such
forward-looking statements include the following: relations with the Company's
major customer; business conditions and growth in the Company's industry and
general economy; competitive factors; risks that orders may be subject to
cancellation; risks due to shifts in market demand; risks inherent with
predicting revenue and earnings outcomes; uncertainties involved in implementing
improvements in the manufacturing process; uncertainties regarding potential tax
refunds; uncertainties regarding application of accounting principles; the
ability of the Company to complete acquisitions; and the risk factors listed
from time to time in the Company's reports filed with the Securities and
Exchange Commission as well as assumptions regarding the foregoing. Neither
Xxxxxx-XXXX nor EFTC undertakes any obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future
events, or otherwise. Readers are cautioned that any such forward-looking
statements are not guarantees of future performance and involve risks and
uncertainties and that actual results may differ materially from those indicated
in the forward-looking statements as a result of various factors. Readers are
cautioned not to place undue reliance on these forward-looking statements.
