VERSO CORPORATION (NASDAQ:VRS) Files An 8-K Entry into a Material Definitive Agreement
Item1.01
| Entry into a Material Definitive Agreement. |
On December5, 2016, certain subsidiaries of Verso Corporation
(Verso) entered into amendments to their existing Credit
Facilities (as defined below) to permit a consolidation and
reorganization of Versos subsidiaries (the Reorganization). The
Reorganization will involve several separate, but related,
actions consisting of mergers between subsidiaries to reduce
their numbers, the conversion of corporate subsidiaries to
limited liability companies, the re-domestication of subsidiaries
under Delaware law to provide for a uniform and enlightened
regulatory framework, the formation of new holding companies to
create separate branches for Versos paper-making and energy
operations, and name changes of subsidiaries to more
appropriately reflect the nature of their assets and operations.
To facilitate the Reorganization, Verso Paper Finance Holdings
LLC (Holdings), Verso Paper Holdings LLC (the Borrower), and
certain other Verso subsidiaries entered into (1)an amendment
(the ABL Amendment) to the asset-based revolving credit agreement
dated as of July15, 2016 (the ABL Facility), among Holdings, the
Borrower, the subsidiaries of the Borrower party thereto, the
lenders party thereto, and Wells Fargo Bank, National
Association, as administrative agent, and (2)an amendment (the
Term Loan Amendment and together with the ABL Amendment, the
Amendments) to the senior secured term loan agreement dated as of
July15, 2016 (the Term Loan Facility and, together with the ABL
Facility, the Credit Facilities), among Holdings, the Borrower,
the subsidiaries of the Borrower party thereto, the lenders party
thereto, and Barclays Bank PLC, as administrative agent and
collateral agent. Management believes that the Reorganization,
which Verso plans to consummate by the end of the year, will
afford greater efficiency and reduced costs in the administration
of its subsidiaries.
The foregoing summary of the Amendments does not purport to be
complete and is subject to, and qualified in its entirety by, the
full text of the Amendments, copies of which are filed as Exhibit
10.1 and Exhibit 10.2 to this report and are incorporated herein
by reference.
Forward-Looking Statements
In this report, all statements that are not purely historical
facts are forward-looking statements within the meaning of
Section27A of the Securities Act of 1933, as amended, and
Section21E of the Securities Exchange Act of 1934, as amended.
These forward-looking statements often include words such as
believe, expect, project, anticipate, intend, plan, estimate,
seek, will, may, would, should, could, forecasts or similar
expressions. These statements are not guarantees of results, and
actual results could differ materially from those expressed in
the forward-looking statements due to a variety of important
factors, both positive and negative, that could cause material
impacts on Versos historical or anticipated performance and
results. Although Verso believes that in making any such
forward-looking statement its expectations are based on
reasonable assumptions, any such forward-looking statement
involves uncertainties and is qualified in its entirety by
reference to the discussion of risk factors under Risk Factors
and the discussion under Managements Discussion and Analysis of
Financial Condition and Results of Operations in the annual
reports on Form 10-K and the quarterly reports on Form 10-Q filed
by Verso as well as the following important factors, among
others, that could cause actual results to differ materially from
those projected in such forward-looking statements: the ability
of Verso to realize the expected benefits of the Reorganization
and the ability of Borrower to comply with the covenants under
the Credit Facilities. New factors emerge from time to time, and
it is not possible for Verso to predict all of them, nor can it
assess the impact of each such factor or the extent to which any
factor, or combination of factors, may cause results to differ
materially from those contained in any forward-looking statement.
Verso, therefore, cautions you against relying on these
forward-looking statements. All forward-looking statements
attributable to Verso or persons acting on Versos behalf are
expressly qualified in their entirety by the foregoing cautionary
statements. All such statements speak only as of the date made,
and Verso undertakes no obligation to update or revise publicly
any forward-looking statements, whether as a result of new
information, future events or otherwise.
Item9.01 |
Financial Statements and Exhibits. |
(d)Exhibits
Exhibit Number |
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| 10.1 |
First Amendment dated as of December5, 2016, to Asset-Based Revolving Credit Agreement dated as of July15, 2016, among Verso Paper Finance Holdings LLC, Verso Paper Holdings LLC, the subsidiary loan parties party thereto, the lenders party thereto, Wells Fargo Bank, National Association, as administrative agent, and the other parties party thereto. |
|
| 10.2 |
First Amendment dated as of December5, 2016, to Senior Secured Term Loan Agreement dated as of July15, 2016, among Verso Paper Finance Holdings LLC, Verso Paper Holdings LLC, the subsidiary loan parties party thereto, the lenders party thereto, Barclays Bank PLC, as administrative agent and collateral agent, and the other parties party thereto. |
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