VER today announced that, as part of a comprehensive transaction supported by its second lien lenders, including funds managed by GSO Capital Partners, it has entered into an agreement to merge with an entity controlled by Production Resource Group LLC ("PRG"). To facilitate the implementation of this pre-negotiated transaction, VER today filed voluntary petitions for reorganization under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the District of Delaware. These filings only affect the Company's North American operations.
By uniting, PRG and VER will meet evolving client needs and offer solutions, resources and expertise in ways neither company could achieve independently. Clients will have access to an extraordinary array of equipment and services, and the most talented team in the industry.
VER will continue operating in the normal course during the Chapter 11 process. Clients who have on-going productions as well as new clients who sign on with the company during the process, can be confident that their project will not be interrupted. All employees will receive their usual wages and benefits, and VER expects to work constructively with its suppliers as usual. Additionally, because VER has already reached agreements with certain key stakeholders on the framework of its restructuring plan, VER expects to emerge from Chapter 11 quickly.
"Entering into this agreement and undertaking the court-supervised restructuring process will greatly reduce VER's outstanding debt and position the company for the merger with PRG," says Digby Davies, CEO of VER. "VER remains a strong business with more customers than ever before, and a customer satisfaction rating that is highest in the industry. The actions announced today will provide a stronger capital structure and sufficient cash to fund operations."
In a statement sent directly to customers, Davies adds, "In entering this reorganization, we have reached an agreement with our existing stakeholders to significantly reduce outstanding debt, and have raised financing to provide up to $64.7 million in new liquidity to allow us to operate successfully as we undergo this exciting transition. The Chapter 11 process will provide greater stability and the opportunity to increase investment in the business."
Davies continues, "During the process we will continue to provide our clients with the largest inventory of equipment and unmatched reliability and expertise. Clients will work with their trusted VER representative and their projects will not be interrupted."
"We are pleased to enter into this agreement with VER and partner with GSO," says Jere Harris, Chairman and CEO of PRG. "VER's terrific client base and vast product and service offerings are a natural complement to our business. Upon completion of the transaction, we look forward to working closely with the talented VER team to strengthen our business and deliver even greater value and service to our clients."
In conjunction with the proposed transaction, VER has received commitments from existing lenders, including funds managed by GSO Capital Partners, for up to $364.7 million in debtor-in-possession (DIP) financing to support its continued operations during the Chapter 11 process. VER has filed a number of customary first day motions with the Bankruptcy Court seeking authorization to continue to support its business operations during the transaction process, including authority to continue to pay wages and provide health and other employee benefits without interruption and to continue programs which support VER's service to its customers.
VER intends to pay suppliers in full under normal terms for goods and services provided after the filing date of April 5, 2018. Additional information is available on VER's website at VER.com/restructure. Court documents and additional information can be found at a dedicated website administrated by VER's claims agent, KCC, at www.kccllc.net/VER, or by calling KCC at 877-634-7163 (toll free) or 424-236-7219 (if outside of the United States or Canada).
Kirkland & Ellis LLP and Klehr Harrison Harvey Branzburg LLP are serving as VER's legal counsel, AlixPartners LLP is serving as its restructuring advisor and PJT Partners is serving as its financial advisor. Skadden, Arps, Slate, Meagher & Flom LLP, and Perella Weinberg Partners are serving as advisors to Bank of America Merrill Lynch. FTI Consulting and Morgan, Lewis & Bockius LLP are serving as advisors to GSO Capital Partners.