Dex Media, Inc., one of the largest national providers of local marketing solutions for local businesses, today announced a major step toward completing its financial restructuring by filing a prepackaged plan of reorganization (the “Plan”), along with voluntary petitions, under Chapter 11 of the United States Bankruptcy Code in the U. S. Bankruptcy Court for the District of Delaware (the “Court”). The Company expects, among other things, to receive Court authority to pay employee wages, offer benefits and continue to pay trade creditors and suppliers in the ordinary course of business.
The filing follows the completion of the solicitation process of the Company's senior secured lenders. The solicitation process resulted in more than 96% of the Company’s senior secured lenders voting in favor of the Plan. The Company expects to complete the restructuring during the third quarter 2016.
“Today’s developments are important milestones in our continued progress toward establishing a capital structure that will support our new strategy and enable our growth,” said Joe Walsh, Dex Media President and CEO. “We have made great strides in improving our print and digital product offerings and are seeing a positive response from the market. Our Plan meets a critical need for our future – a capital structure that will significantly reduce our indebtedness and provide us with the financial flexibility and strength we need to achieve our growth objectives and remain a strong partner to the local businesses we are committed to supporting across the country.”
The Company’s various pleadings request Court approval for payments to Dex Media’s employees, vendors and other unsecured creditors to continue in the ordinary course with no disruption. The Company did not obtain debtor-in-possession (DIP) financing as it maintains substantial cash balances and continues to generate positive cash flow to fund its ongoing operations.
Additional material terms of the Plan include:
- Dex Media’s senior secured lenders will exchange their current $2.12 billion of claims for a new $600 million new first-lien term loan; 100% of the equity of the reorganized Dex Media, subject to potential dilution from a management incentive plan; and a cash distribution upon emergence from bankruptcy.
- The Company’s unsecured noteholders will receive a $5 million cash payment and warrants to purchase up to 10% of the post-reorganized equity.
- All allowed trade vendor claims will be paid in full.
Dex Media’s legal advisor in connection with the restructuring is Kirkland & Ellis LLP. Alvarez & Marsal North America, LLC serves as its restructuring advisor, and Andrew Hede from Alvarez & Marsal serves as Chief Restructuring Officer. Moelis & Company LLC is the Company’s investment banker for the restructuring. The steering committee of the ad hoc group of Dex Media’s senior secured lenders are represented by Milbank, Tweed, Hadley & McCloy LLP as legal advisor and Houlihan Lokey as financial advisor in connection with the restructuring. JPMorgan Chase Bank, N.A. and Deutsche Bank Trust Company Americas, as agents under the senior secured credit agreements, are represented by Simpson Thacher & Bartlett LLP as legal advisor to the agents.
The restructuring support agreement, Plan and related Chapter 11 materials are available at http://dm.epiq11.com/DexMedia.
Dex Media is a full-service media company offering integrated marketing solutions that deliver measurable results. As the marketing department for hundreds of thousands of local businesses across the U.S., Dex Media helps them win, keep and grow their customer base.