Timely, reliable information on Morris Publishing's restructuring
UPDATED ON 01/13/2010
Dear Morris Publishing Stakeholder:
We are announcing today the termination of our offer to exchange $278.5 million of outstanding senior subordinated notes due in 2013 for $100 million of new second lien secured notes due in 2014. The offer, which gave noteholders until 11:59 p.m. Tuesday, January 12 did not receive the requisite 99 percent votes to complete the transaction out of court. As a result, we plan to file a Plan of Reorganization with the Bankruptcy Court by January 19th.
The filing is the final step in the financial restructuring we announced last fall. We’re pleased that so many of our noteholders agreed to support this move to get Morris Publishing on more solid financial ground.
Under the prepackaged plan, Morris Publishing will reduce its overall indebtedness from approximately $415 million to $126.5 million. The new notes will bear interest of at least 10 percent, but could bear interest up to 15 percent, some of which may be paid in-kind until Morris Publishing repays its remaining senior debt.
Morris Publishing Group will continue to operate its 13 daily newspapers, its non-daily newspapers, its websites, city magazines and free community newspapers without interruption. Readers and advertisers should notice no change in operations. All obligations to employees and vendors will be met in full.
As we move closer to the filing, we will post additional information on this website.
Morris Publishing Group Commences Exchange Offering for Senior Subordinated Notes
UPDATED ON 12/14/2009
Morris Publishing Group announced today that it has commenced an offer to exchange $100 million of new notes for the company’s outstanding $278.5 million in senior subordinated notes.
As part of the offer, Morris also is asking existing noteholders to approve a prepackaged plan of reorganization. Under the law, the consent of more than 50 percent of the number of voting creditors, as well as two-thirds of the amount held, are required. The plan will be filed only if certain conditions of the exchange offer are not met.
The exchange offer is part of a broad restructuring plan announced earlier. That plan included two steps:
- The cancellation of $110 million in senior indebtedness, which was acquired by a Morris affiliate Oct. 15, 2009; and
- The exchange of existing senior subordinated notes for new notes.
All holders of existing notes may surrender their 7% senior subordinated notes, including accrued interest, in exchange for $100 million of new second lien secured notes due in 2014. The new notes will bear interest of at least 10%, but could bear interest up to 15% or more, some of which may be paid in kind until Morris Publishing repays its remaining senior debt.
To consummate the out-of-court restructuring, the exchange offer requires that at least 99 percent of the aggregate principal amount of outstanding notes be validly tendered. If that condition is not satisfied, Morris Publishing will pursue the restructuring through a prepackaged plan.
The exchange offer expires at 11:59 p.m. EST on Jan. 12, 2010.
As we complete the various restructuring transactions or otherwise have new information to share with you, we will post it on this website.
-- Will Morris
Morris Publishing and Bondholders Set New Deadline for Exchange Offer
UPDATED ON 11/24/2009
Morris Publishing Group LLC has amended its agreement with a majority group of bondholders, eliminating the requirement that it launch the exchange offer by Nov. 17, 2009.
Under the new amendment, Morris Publishing has agreed to conclude its offer to exchange new notes for $278.5 million in existing notes by Jan. 8, 2010.
Morris reached agreement in October with holders of more than 70 percent of the unsecured bonds to exchange them for $100 million in new secured notes as part of a restructuring plan. The exchange offer, which has not yet begun, will be open for 20 business days, or longer as it may be extended, but must be completed by the Jan. 8, 2010, deadline.
As previously announced, if the exchange offer is not accepted by at least 99 percent of the note holders, Morris has agreed to file a pre-packaged bankruptcy plan for the note exchange, which would seek court approval to proceed with the exchange. Under the agreement, that plan is required to be filed on or before Jan. 11, 2010. If the exchange offer is accepted by 99 percent or more of noteholders, the notes must be exchanged within three business days after conclusion of the solicitation.
Morris Publishing Group Reaches Comprehensive Agreement to Restructure Debt
Morris Publishing Group has reached a comprehensive agreement with its lenders to significantly reduce and restructure its outstanding debt obligations. This is very positive news for our company, our newspapers and our customers.
The restructuring is complex and has several moving parts. This site is designed to explain the restructuring and to provide timely and accurate information about the process that lies ahead.
We are sure you have many questions about the agreement and process. We have provided links on this site to a summary of the various transactions contemplated by the deal and to a list of frequently asked questions that we hope you find useful, as well as our public filings with the SEC and news releases related to this matter. As we complete the various restructuring transactions or otherwise have new information to share with you, we will post it on this website.
-- Will Morris
UPDATED ON 10/21/2009: We promised to keep you updated as our restructuring progresses.
Today Morris Publishing Group confirmed in a filing with the Securities and Exchange Commission (SEC) that it has amended its $136,500,000 senior secured credit agreement dated December 14, 2005, converting all existing loans under the Original Credit Agreement into three tranches of term loans: $19,700,000 in Tranche A Term Loans, $6,800,000 in Tranche B Term Loans, and $110,000,000 in Tranche C Term Loans. All $6,800,000 of the Tranche B Term Loans and all $110,000,000 of the Tranche C Term Loans were acquired by two of Morris Publishing’s affiliates, MPG Revolver Holdings, LLC (“MPG Revolver”) and Morris Communications Company, LLC (“Morris Communications”).
This completes the first part of a transaction that reduces Morris Publishing Group’s original senior secured debt from $136.5 million to $26.5 million.
To learn more about the deal, please click here.
If you have any questions, please feel free to ask it here and we'll post the answer for others to see.
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