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Security Profile
- Security Type
- Income Deposit Security
- CUSIP
- 92873P204
- Market Cap
- Small Cap · $252 Million
- IPO
- 12/5/2003 · $15.00/unit
Business: Centerplate Inc., formerly Volume Services America Holdings Inc., Income Deposit Securities (IDSs) which represent one share of Class A common stock (Toronto Stock Exchange: CVP) (initial value $9.30) and a 13.5% subordinated note due 12/10/2013 with a $5.70 principal amount, which were issued at $15.00 per IDS. The subordinated notes are redeemable at the issuer's option on or after 12/10/2008 for 100% of the $5.70 principal amount plus a make-whole premium plus accrued and unpaid interest. The holders have the right to separate the common stock and the note after 90 days from the date of issue and to recombine them into IDSs at a later time. The subordinated notes will pay quarterly payments of 13.5% ($0.77) per annum of the $5.70 principal amount of the notes. The company also expects to pay quarterly dividends on the Class A common stock of $0.79 per annum per share. The interest payments on the notes and the dividend payments on the Class A common stock will be made monthly on the 20th of each month to holders of record on the 10th of each month. However, the amount of the Class A common stock dividend is subject to being determined by the board depending on the results of their operations. The company may be required to defer payments on the subordinated notes and the maturity date of the notes may be extended under specified circumstances (see the prospectus for details). The dividends on the Class A common stock will be eligible for the 15% tax rate on dividends while the interest payments on the notes will not be eligible. See the IPO prospectus for further information on the income deposit securities by clicking on the ‘Link to IPO Prospectus’ provided below.
Notes: January 26, 2009 – Centerplate, Inc. (AMEX: CVP; TSX: CVP.un), announced today that the cash tender offer to purchase up to 70% of its 13.5% Senior Subordinated Notes due 2013 expired at 5:00 p.m., New York City time today. Holders of $73,200,198 of the outstanding principal amount of the notes, which represents approximately 61.2% of the $119,596,334.10 outstanding principal amount of the notes, have tendered their notes and delivered consents. If all of the tendered notes are accepted for payment, $46,396,136.10 of notes would remain outstanding (which represents the notes underlying 8,139,673 of Centerplate’s 20,981,813 outstanding IDSs). The obligation of Centerplate to accept for payment and purchase the notes in the Offer, is conditioned upon, among other things, the consummation of the proposed merger of Centerplate with an affiliate of Kohlberg & Company, L.L.C., as described in more detail in the Offer to Purchase and Consent Solicitation Statement dated December 23, 2008. If all conditions to the Offer and consent solicitation are satisfied, holders of notes who validly tendered their notes pursuant to the Offer and validly delivered their consents pursuant to the consent solicitation and did not validly withdraw their notes or revoke their consents will receive the offer consideration, equal to $2.49 per note accepted for payment, plus accrued and unpaid interest including any deferred interest. ____________ September 18, 2008 – Centerplate, Inc. (AMEX: CVP), today announced that it has signed a definitive merger agreement with an affiliate of Kohlberg & Company, L.L.C. (Kohlberg & Company), a leading private equity firm, to be acquired in an all cash transaction. While the amendment permits the Company to pay interest on the subordinated notes on November 20, 2008, the credit agreement will require the company to defer interest on the subordinated notes following the November payment until the closing of the transaction. Deferred interest, and interest accrued thereon, will be paid on the closing date of this transaction. If the merger agreement announced today is not completed by March 2009. See the news release dated 9/18/2008 for further details.
Company Contact
- CEO
- Paul W. MacPhail
- CFO
- Kenneth R. Frick
- PRS
- Janet L. Steinmayer
- Headquarters
- 201 East Broad Street, Spartanburg, SC 29306
- Phone
- 864-598-8600 · Toll-Free 866-366-3238
- Fax
- 203-975-5928
- Investor Relations
- Gael Doar · 203-975-5941 · gael.doar@centerplate.com