- Has Reached Agreement in Principle with Key Creditors to Significantly
Reduce Debt
- Operations Continue Without Interruption; No Impact To Customers
CARY, N.C., May 29 /PRNewswire-FirstCall/ -- R.H. Donnelley (OTC: RHDC),
one of the nation's leading consumer and business-to-business local commercial
search companies, announced that the company and its subsidiaries today filed
voluntary petitions for reorganization under Chapter 11 of the U.S. Bankruptcy
Code in the United States Bankruptcy Court for the District of Delaware in
order to consummate a balance sheet restructuring.
R.H. Donnelley also announced it has reached an agreement in principle
with key creditor constituencies on the terms of a plan of reorganization that
proposes to reduce debt by approximately $6.4 billion, eliminate approximately
$500 million in annual interest expense and extend the company's bank
maturities out to 2014.
Throughout the restructuring process, R.H. Donnelley will be conducting
"business as usual" and does not anticipate any interruptions in the services
it provides to its more than 500,000 valued customers across the U.S.
R.H. Donnelley anticipates that more than $300 million of cash on hand, as
well as projected positive cash flow from operations will be more than
sufficient to fund its operations during the restructuring process, and
therefore does not plan to seek debtor-in-possession (DIP) financing during
the reorganization of its business.
"Our growth-through-acquisition strategy never anticipated the cataclysmic
collapse of the U.S. economy and the local advertising market. As a result of
these developments, earlier this year we began negotiating with our lenders to
restructure our debt and provide the company with a more sustainable capital
structure that reflects the current economic realities," said David C.
Swanson, chairman and CEO of R.H. Donnelley.
Under the terms of the agreement:
- R.H. Donnelley would reduce its total debt by approximately $6.4
billion, including about $700 million of secured indebtedness
- The approximately $6.0 billion of unsecured bond indebtedness would be
exchanged for 100 percent of the equity in the restructured company
and $300 million of unsecured notes issued by the company; all
existing equity in the company would be extinguished
- Total cash interest expense reduction of approximately $500 million
annually
- Post-restructuring secured and consolidated debt of approximately $3.1
billion and $3.4 billion, respectively, which represents approximately
3.0x and 3.3x net secured and net consolidated leverage, respectively
- Post-restructuring cash balance of approximately $125 million
R.H. Donnelley filed a variety of customary first day motions with the
court to enable it to continue business as usual during the restructuring.
These motions include requests to continue paying employee wages and benefits
as usual and to continue customer programs and guarantees.
Serving as lead restructuring advisors for R.H. Donnelley are Lazard and
Sidley Austin LLP.
More information about today's announcement is available at www.rhd.com.
Additionally, the company has set up a toll-free restructuring hotline at
1-866-889-6193.
About R.H. Donnelley
R.H. Donnelley Corporation (OTC: RHDC) is one of the nation's leading
consumer and business-to-business local commercial search companies. The
company delivers relevant search results for consumers and leads to small- and
medium-sized businesses through its Dex-branded print yellow and white pages
directories, Internet yellow pages site, mobile and voice search platforms as
well as one of the largest pay-per-click ad networks in the U.S. It also
operates the nation's leading business search engine and online directory
through its Business.com subsidiary. For more information, visit www.rhd.com
and www.dexknows.com.
Safe Harbor Provision
Certain statements contained in this press release regarding R.H.
Donnelley's future operating results or performance or business plans or
prospects and any other statements not constituting historical fact are
"forward-looking statements" subject to the safe harbor created by the Private
Securities Litigation Reform Act of 1995. Where possible, the words "believe,"
"expect," "anticipate," "intend," "should," "will," "would," "planned,"
"estimated," "potential," "goal," "outlook," "may," "predicts," "could," or
the negative of such terms, or other comparable expressions, as they relate to
R.H. Donnelley or its management, have been used to identify such
forward-looking statements. All forward-looking statements reflect only R.H.
Donnelley's current beliefs and assumptions with respect to future business
plans, prospects, decisions and results, and are based on information
currently available to R.H. Donnelley. Accordingly, the statements are subject
to significant risks, uncertainties and contingencies, which could cause R.H.
Donnelley's actual operating results, performance or business plans or
prospects to differ materially from those expressed in, or implied by, these
statements.
Factors that could cause actual results to differ materially from current
expectations include risks and other factors described in R.H. Donnelley's
publicly available reports filed with the SEC, which contain a discussion of
various factors that may affect R.H. Donnelley's business or financial
results. Such risks and other factors, which in some instances are beyond R.H.
Donnelley's control, include: our ability to generate sufficient cash to
service our significant debt levels; our ability to comply with or obtain
modifications or waivers of the financial covenants contained in our debt
agreements, and the potential impact to operations and liquidity as a result
of restrictive covenants in such debt agreements; our ability to refinance or
restructure our debt on reasonable terms and conditions as might be necessary
from time to time, particularly in light of the continuing instability in the
global credit markets; increasing LIBOR rates; changes in directory
advertising spend and consumer usage; regulatory and judicial rulings;
competition and other economic conditions; changes in the Company's and the
Company's subsidiaries credit ratings; changes in accounting standards;
adverse results from litigation, governmental investigations or tax related
proceedings or audits; the effect of labor strikes, lock-outs and
negotiations; successful integration and realization of the expected benefits
of acquisitions; the continued enforceability of the commercial agreements
with Qwest, Embarq and AT&T; our reliance on third-party vendors for various
services; and other events beyond our control that may result in unexpected
adverse operating results. R.H. Donnelley is not responsible for updating the
information contained in this press release beyond the published date, or for
changes made to this document by wire services or Internet service providers.
SOURCE R.H. Donnelley
CONTACT:
Tom Becker,
+1-646-335-5188
or
+1-212-573-6100,
or Mike Truell,
+1-919-297-1772,
both for R.H. Donnelley
Web Site: http://www.rhd.com
(RHDC RHDC.PK)