Subject to the occurrence of the closing of the issuance of the new debt, Verso Holdings thereafter will, pursuant to the provisions of the Notes and the indenture under which the Notes were issued, including applicable notice provisions, redeem any Notes not tendered and accepted for payment in the tender offer, or if the tender offer is not consummated, any and all outstanding Notes.
This announcement shall not constitute an offer to purchase or a solicitation of an offer to sell any securities. The complete terms and conditions of the tender offer are set forth in an Offer to Purchase dated March 7, 2012, and the related Letter of Transmittal (the “Tender Offer Documents”) that are being sent to holders of the Notes. The tender offer is being made only through, and subject to the terms and conditions set forth in, the Tender Offer Documents and related materials.
Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Barclays Capital Inc., and Goldman, Sachs & Co. will act as Dealer Managers for the tender offer. Questions regarding the tender offer may be directed to Credit Suisse Securities (USA) LLC, Attn: Liability Management Group at (800) 820-1653 (toll-free) or at (212) 325-5912 (collect), to Citigroup Global Markets Inc., Attn: Liability Management Group at (800) 558-3745 (toll-free) or at (212) 723-6106 (collect), to Barclays Capital Inc., Attn: Liability Management Group at (800) 438-3242 (toll-free) or at (212) 528-7581 (collect), or to Goldman, Sachs & Co., Attn: Liability Management Group at (800) 828-3182 (toll-free) or at (212) 902-5183 (collect).
Global Bondholder Services Corporation will act as the Information Agent for the tender offer. Requests for the Tender Offer Documents may be directed to Global Bondholder Services Corporation at (212) 430-3774 (for brokers and banks) or (866) 807-2200 (for all others).Neither Verso Holdings’ board of directors nor any other person makes any recommendation as to whether holders of Notes should tender their Notes, and no one has been authorized to make such a recommendation. Holders of Notes must make their own decisions as to whether to tender their Notes, and if they decide to do so, the principal amount of the Notes to tender. Holders of Notes should read carefully the Tender Offer Documents and related materials before any decision is made with respect to the tender offer.
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