Central European Distrbution reviewing strategic investment proposal from Russian Standard involving common stock, minority rights, board seats, according to Central's Board of Directors
MT. LAUREL, New Jersey
February 6, 2012
– The Board of Directors (the "Board") of Central European Distribution Corporation (Nasdaq: CEDC) (the "Company") responded today to the letter from R.V. Tariko of Russian Standard Corporation ("Russian Standard"), dated February 1, 2012 and filed as Exhibit 99.4 to the Schedule 13D/A filed by Russian Standard on February 2, 2012, proposing a "strategic alliance" whereby, among other things, Russian Standard would seek to convert a portion of its 2013 Senior Convertible Notes in exchange for common stock of the Company, obtain certain minority rights and board seats, possibly extend a backstop credit facility to the Company and possibly sell certain distribution and other rights to the Company. The Board stated that, in accordance with its fiduciary duties and with the assistance of financial and legal advisors, it is currently in the process of reviewing the proposal put forward by Russian Standard. The Board further stated that there can be no assurance of any transaction as a result of its review of the Russian Standard proposal and it does not intend to discuss or provide interim updates regarding this process.
CEDC is one of the largest producers of vodka in the world and Central and Eastern Europe's largest integrated spirit beverage business. CEDC produces the Green Mark, Absolwent, Zubrowka, Bols, Parliament, Zhuravli, Royal and Soplica brands, among others. CEDC currently exports its products to many markets around the world, including the United States, England, France, Japan and Germany.
CEDC also is a leading importer of alcoholic beverages in Poland, Russia and Hungary. In Poland, CEDC imports many of the world's leading brands, including Carlo Rossi Wines, Concha y Toro wines, Metaxa Liqueur, Remy Martin Cognac, Sutter Home wines, Grant's Whisky, Jagermeister, E&J Gallo, Jim Beam Bourbon, Sierra Tequila, Teacher's Whisky, Campari, Cinzano and Old Smuggler. CEDC is also a leading importer of premium spirits and wines in Russia with such brands as Concha y Toro, among others.
This press release contains forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward looking statements are based on our knowledge of facts as of the date hereof and involve known and unknown risks and uncertainties that may cause the actual results, performance or achievements of CEDC to be materially different from any future results, performance or achievements expressed or implied by our forward looking statements.
Investors are cautioned that forward looking statements are not guarantees of future performance and that undue reliance should not be placed on such statements. CEDC undertakes no obligation to publicly update or revise any forward looking statements or to make any other forward looking statements, whether as a result of new information, future events or otherwise, unless required to do so by securities laws. Investors are referred to the risks and uncertainties discussed in CEDC's Form 10-K for the fiscal year ended December 31, 2010, including those under the caption "Item 1A. Risk Factors," and in other documents filed by CEDC with the Securities and Exchange Commission.