Verso Paper Corp. (NYSE: VRS) announced today that it has amended certain terms of the previously announced exchange offers and consent solicitations of two of its subsidiaries, Verso Paper Holdings LLC and Verso Paper Inc. (together, the “Issuers”), with respect to their second priority senior secured floating rate notes due 2014 (the “Old Secured Floating Rate Notes”) and with respect to their 11⅜% senior subordinated notes due 2016 (the “Old Subordinated Notes”).
Among other things, the amendments to both exchange offers and consent solicitations included the following changes with respect to certain covenants relating to the new series of 11.75% secured notes due 2019 (the “New Notes”) to be issued in the exchange offers: (a) revising the definition of “Existing Fixed Rate Second-Lien Notes” to include certain refinancings or exchanges of these notes, (b) revising the indebtedness covenant by imposing certain additional requirements therein relating to the refunding or refinancing of the Issuers’ existing second-lien notes; and (c) revising the restricted payments covenant to impose additional restrictions on the ability of the Issuers to refinance existing second-lien notes and make certain other restricted payments. The amended covenant terms are set forth in more detail in supplements, dated as of May 7, 2012, to each of the Issuers’ confidential offering memorandums and consent solicitation statements relating to the exchange offers.
Tendered Old Subordinated Notes may be withdrawn before the withdrawal deadline of 5:00 p.m., New York City time, on May 8, 2012. Tendered Old Secured Floating Rate Notes may no longer be withdrawn, except to the extent that the Issuers are required by law to provide additional withdrawal rights.
Except as set forth herein, in the supplements dated as of April 25, 2012, and May 7, 2012, to the Issuers’ confidential offering memorandum and consent solicitation statement dated as of March 28, 2012, and the related consent and letter of transmittal (collectively, the “Old Secured Floating Rate Notes Exchange Offer Documents”) and in Verso’s news release issued on April 11, 2012, the complete terms and conditions of the exchange offer and consent solicitation for the Old Secured Floating Rate Notes remain the same as set forth in the Old Secured Floating Rate Notes Exchange Offer Documents, copies of which were previously distributed to eligible holders of the Old Secured Floating Rate Notes.