Libbey: Amended Plan of Reorganization and Disclosure Statement

The provides clear path to complete court-supervised process later this year, the company also files motions with court to implement essential changes to collective bargaining agreements and union-related retiree benefits

Libbey Inc. , one of the world’s largest glass tableware manufacturers, filed an Amended Plan of Reorganization (the “Plan”) and a related Disclosure Statement today in the U.S. Bankruptcy Court for the District of Delaware (“the Court”). The Plan outlines the Company’s proposal to strengthen its balance sheet, reduce debt and improve liquidity in order to emerge from bankruptcy as a financially stronger company.

As contemplated under the terms of the Plan, Libbey has received a term sheet from seven of its lenders to provide 150 million USD in exit financing, which net of lender fees and repayment of the Company’s existing debtor-in-possession (“DIP”) financing will provide 75 million USD of incremental funding for the Company’s exit from bankruptcy and go-forward operations. Libbey also expects to replace its 100 million USD DIP revolving credit facility with a new exit facility with approximately 20 million USD initially drawn. Overall, Libbey expects to emerge from the Chapter 11 process with less than 200 million USD of funded debt, compared to more than 400 million USD of debt that existed at the beginning of the court-supervised process.

Additionally, as required under the terms of the Plan, Libbey today filed motions with the Court to modify its collective bargaining agreements (“CBAs”) and certain union-related retiree benefits. If approved by the Court, the motions will modify the CBAs for Libbey employees represented by the United Steelworkers and the International Association of Machinists & Aerospace Workers. Under the terms of the Company’s proposals to the unions, Libbey is seeking to modify wages, certain benefits (including freezing future benefit accruals under its hourly defined benefit pension plan) and certain work rules for its U.S. union employees. In addition to these proposed modifications, the Company has also taken actions to reduce its salaried headcount and the wage and benefit costs relating to its salaried employees, as well as non-salary related costs. All of these actions, including the proposed modifications to the Company’s CBAs and certain union-related retiree benefit obligations, provide cost reductions that are essential to the Company’s successful reorganization.

As part of optimizing its manufacturing capacity, Libbey has committed to its previously announced plan to close its manufacturing facility in Shreveport, Louisiana, USA. The Company intends to cease production by the end of 2020, with full closure to be completed by the second half of 2022. Libbey continues to negotiate with the United Steelworkers representing the Company’s employees regarding the effects of the facility closure.

Mike Bauer, chief executive officer of Libbey, said, “We continue to make important progress and are on a path to complete our restructuring later this year. While we recognize the impact of the proposed modifications to the CBAs for our union employees and union retirees, we believe the changes are essential to ensure our successful emergence from Chapter 11. The cost savings and operational improvements they will help us achieve will preserve approximately 1,200 U.S. jobs and make Libbey a stronger company going forward. We remain committed to continuing good-faith negotiations with our unions throughout this process.”

Mr. Bauer continued, “As we take the final steps in this court-supervised process, we continue to serve customers and end users globally. As always, we remain focused on providing the high-quality products, service and community commitment that define Libbey. I want to express my sincere gratitude to our employees for their continued hard work and dedication, as well as all our stakeholders for their continued support.”

A Court hearing to consider approval of the Disclosure Statement related to the Plan is scheduled for August 21, 2020. Following Court approval of the Disclosure Statement, Libbey will distribute the Plan and Disclosure Statement to voting creditors for their consideration. This press release is not intended as a solicitation for a vote on the Plan. Any such solicitation will be made pursuant to and in accordance with the Disclosure Statement and applicable law, including orders of the Bankruptcy Court.

The Plan and Disclosure Statement contain or discuss certain financial projections and analysis (collectively, “Projections and Analysis”). The Projections and Analysis are based on estimates and assumptions that may not materialize, were not prepared with a view toward compliance with the published guidelines of the Securities and Exchange Commission or the guidelines established by the Public Company Accounting Oversight Board, and should not be relied upon to make an investment decision with respect to the Company. The Projections and Analysis do not purport to present the Company’s financial condition in accordance with generally accepted accounting principles and have not been examined or compiled by the Company’s independent registered public accounting firm.

The full terms of the Plan and Disclosure Statement, as well as the pleadings under sections 1113 and 1114 of the U.S. Bankruptcy Code, are available online at http://cases.primeclerk.com/libbey.

Additional Resources
As previously announced, on June 1, 2020, the Company and its U.S.-based subsidiaries filed voluntary petitions for a court-supervised reorganization under Chapter 11 under Title 11 of the United States Code in the U.S. Bankruptcy Court for the District of Delaware. Libbey’s international subsidiaries in Canada, China, Mexico, the Netherlands and Portugal are not included in the Chapter 11 proceedings and are operating in the normal course of business.

Additional information is available at www.LibbeyRestructuringInfo.com. Court filings and other information related to the court-supervised proceedings are available at http://cases.primeclerk.com/libbey or by calling Libbey’s claims agent, Prime Clerk, at (877) 429-7404 (or (646) 214-8836 for international calls).

Advisors
Latham & Watkins LLP is serving as legal advisor to Libbey, Alvarez & Marsal is serving as restructuring advisor and Lazard is serving as financial advisor.