- Joined
- Aug 8, 2001
- Location
- Sunshine State, USA
Syntax-Brillian Announces Asset Purchase Agreement, Files Voluntary Petition for Chapter 11 Reorganization to Facilitate Sale
LINK TO NEWS RELEASE FROM Syntax-Brillian
Syntax-Brillian Announces Asset Purchase Agreement, Files Voluntary Petition for Chapter 11 Reorganization to Facilitate SaleTransaction Designed to Strengthen the Supply Chain for the Olevia Brand Vivitar Excluded From Syntax-Brillian's Chapter 11 Filing; Continues to Conduct Business as Usual Syntax-Brillian to delist from NASDAQ Announces Additional Management and Board Changes
TEMPE, Ariz., Jul 08, 2008 (BUSINESS WIRE) -- Syntax-Brillian Corporation (Nasdaq: BRLC), a leading manufacturer and marketer of LCD HDTVs, digital cameras and consumer electronics products, today announced that, pending court approval, it has entered into an asset purchase agreement to sell certain of its assets to a newly-created company, Olevia International Group, LLC, which is under common ownership with TCV Group. TCV Group is one of Syntax-Brillian's original partners for industrial and mechanical design and it provides the plastic injection molded parts for the Olevia branded high-definition widescreen LCD televisions. Under the terms of the transaction, in exchange for the purchased assets, Olevia International Group has agreed to assume $60.0 million of Syntax-Brillian's secured debt. Concurrent with this announcement, Syntax-Brillian filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The Company filed a motion pursuant to Section 363(f) of the Bankruptcy Code to seek Bankruptcy Court approval for the sale. The proposed sale is subject to higher and better offers, bankruptcy court approval and other conditions customary in a transaction of this type. The Company anticipates closing this transaction by August 31, 2008.
"Following a careful review of all of our alternatives, Syntax-Brillian's management and Board of Directors - working in close consultation with outside legal and financial advisors - unanimously determined that a sale, expedited through the Chapter 11 process, represents the best long-term solution for our retail partners, suppliers, employees and consumers," said Gregory F. Rayburn, Interim Chief Executive Officer at Syntax-Brillian. "This process will allow us to operate business as usual, even as we address liquidity and leverage issues experienced in the past year. It will allow us to honor our commitments to our retail partners, suppliers, employees and consumers, continue to advance initiatives that improve and develop our product lines, and better position us to capitalize on the demand for our products going forward."
"We believe the proposed transaction would enable us to stabilize our business and execute on our growth prospects," Mr. Rayburn continued. "Moreover, we believe the purchaser would gain a competitive advantage by being the first in the LCD TV industry to unite design, sourcing, manufacturing and delivery of HDTV products under common ownership."
The Chapter 11 filing includes all of Syntax-Brillian's subsidiaries with the exception of Vivitar, the Company's brand of digital still and video cameras. Syntax-Brillian has initiated a process for the sale of Vivitar, which will occur separately from the Chapter 11 filing announced today. In the interim, Vivitar continues to conduct business as usual.
Syntax-Brillian intends to continue normal business operations at all of its facilities, consistent with its obligations as a Chapter 11 debtor-in-possession (DIP) under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code. The Company is currently in negotiations with lenders to secure DIP financing, which will provide the working capital and financial resources necessary to fund the transition to new ownership.
The Company is seeking, and expects to receive, approval for a variety of first day motions, including requests to make wage and salary payments, honor existing employee benefits, continue certain customer programs and pay suppliers for goods and services delivered after July 8, 2008.
NASDAQ Delisting Expected
The Company also announced today that on July 1, 2008, it received a letter from the Nasdaq Stock Market notifying the Company that for the last 30 consecutive trading days its common stock has closed below the minimum $1.00 per share requirement for continued inclusion under marketplace rule 4450(a)(5). Syntax-Brillian has been provided 180 calendar days, or until December 29, 2008, to regain compliance.
Due to filing a voluntary petition for relief under chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court, the Company does not intend to attempt to regain compliance with this marketplace rule and expects that its common stock will be delisted from the Nasdaq Global Market within the next 10 days.
Syntax-Brillian expects that shares of its common stock will have no value as a result of the reorganization and subsequent transaction.
SSS NOTE: As much as I like Olevia HDTV's and all, if you're in the market for a Olevia LCD or even a Vivitar digital camera, it might be a good idea to consider another manufacturer's product for your HDTV needs until after the reorginization, if at all.
LINK TO NEWS RELEASE FROM Syntax-Brillian
Syntax-Brillian Announces Asset Purchase Agreement, Files Voluntary Petition for Chapter 11 Reorganization to Facilitate SaleTransaction Designed to Strengthen the Supply Chain for the Olevia Brand Vivitar Excluded From Syntax-Brillian's Chapter 11 Filing; Continues to Conduct Business as Usual Syntax-Brillian to delist from NASDAQ Announces Additional Management and Board Changes
TEMPE, Ariz., Jul 08, 2008 (BUSINESS WIRE) -- Syntax-Brillian Corporation (Nasdaq: BRLC), a leading manufacturer and marketer of LCD HDTVs, digital cameras and consumer electronics products, today announced that, pending court approval, it has entered into an asset purchase agreement to sell certain of its assets to a newly-created company, Olevia International Group, LLC, which is under common ownership with TCV Group. TCV Group is one of Syntax-Brillian's original partners for industrial and mechanical design and it provides the plastic injection molded parts for the Olevia branded high-definition widescreen LCD televisions. Under the terms of the transaction, in exchange for the purchased assets, Olevia International Group has agreed to assume $60.0 million of Syntax-Brillian's secured debt. Concurrent with this announcement, Syntax-Brillian filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The Company filed a motion pursuant to Section 363(f) of the Bankruptcy Code to seek Bankruptcy Court approval for the sale. The proposed sale is subject to higher and better offers, bankruptcy court approval and other conditions customary in a transaction of this type. The Company anticipates closing this transaction by August 31, 2008.
"Following a careful review of all of our alternatives, Syntax-Brillian's management and Board of Directors - working in close consultation with outside legal and financial advisors - unanimously determined that a sale, expedited through the Chapter 11 process, represents the best long-term solution for our retail partners, suppliers, employees and consumers," said Gregory F. Rayburn, Interim Chief Executive Officer at Syntax-Brillian. "This process will allow us to operate business as usual, even as we address liquidity and leverage issues experienced in the past year. It will allow us to honor our commitments to our retail partners, suppliers, employees and consumers, continue to advance initiatives that improve and develop our product lines, and better position us to capitalize on the demand for our products going forward."
"We believe the proposed transaction would enable us to stabilize our business and execute on our growth prospects," Mr. Rayburn continued. "Moreover, we believe the purchaser would gain a competitive advantage by being the first in the LCD TV industry to unite design, sourcing, manufacturing and delivery of HDTV products under common ownership."
The Chapter 11 filing includes all of Syntax-Brillian's subsidiaries with the exception of Vivitar, the Company's brand of digital still and video cameras. Syntax-Brillian has initiated a process for the sale of Vivitar, which will occur separately from the Chapter 11 filing announced today. In the interim, Vivitar continues to conduct business as usual.
Syntax-Brillian intends to continue normal business operations at all of its facilities, consistent with its obligations as a Chapter 11 debtor-in-possession (DIP) under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code. The Company is currently in negotiations with lenders to secure DIP financing, which will provide the working capital and financial resources necessary to fund the transition to new ownership.
The Company is seeking, and expects to receive, approval for a variety of first day motions, including requests to make wage and salary payments, honor existing employee benefits, continue certain customer programs and pay suppliers for goods and services delivered after July 8, 2008.
NASDAQ Delisting Expected
The Company also announced today that on July 1, 2008, it received a letter from the Nasdaq Stock Market notifying the Company that for the last 30 consecutive trading days its common stock has closed below the minimum $1.00 per share requirement for continued inclusion under marketplace rule 4450(a)(5). Syntax-Brillian has been provided 180 calendar days, or until December 29, 2008, to regain compliance.
Due to filing a voluntary petition for relief under chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court, the Company does not intend to attempt to regain compliance with this marketplace rule and expects that its common stock will be delisted from the Nasdaq Global Market within the next 10 days.
Syntax-Brillian expects that shares of its common stock will have no value as a result of the reorganization and subsequent transaction.
SSS NOTE: As much as I like Olevia HDTV's and all, if you're in the market for a Olevia LCD or even a Vivitar digital camera, it might be a good idea to consider another manufacturer's product for your HDTV needs until after the reorginization, if at all.
