LSC Communications, Inc. (OTCQX: LKSD) (“LSC” or the “Company”) today announced that the Company has entered into a stock and asset purchase agreement (the “Purchase Agreement”) with an affiliate of Atlas Holdings LLC (“Atlas” or the “Purchaser”) with the support of certain of LSC’s secured creditors (the “Creditor Group”).
Under the terms of the Purchase Agreement, the Purchaser will acquire substantially all of the Company’s assets through a combination of cash and a credit bid of obligations under the Company’s secured term loan facility and senior secured notes at the direction of the Creditor Group. The Purchaser will also assume certain liabilities of the Company, including, subject to certain prerequisite conditions being satisfied, obligations related to the Company’s qualified pension plan.
“LSC ran a robust and competitive sale process, and we are pleased to have reached this agreement with Atlas and the Creditor Group, which we believe represents the best path forward for LSC,” said Thomas J. Quinlan III, LSC Communications’ Chairman, President and Chief Executive Officer. “We entered into this financial restructuring process in April due to the fundamental changes in our industry and to strengthen LSC’s financial position for the future. Through this transaction, we will be able to move ahead with an improved balance sheet and a more sustainable capital structure, enabling LSC to continue investing in our business and building on our strong foundation as a leader in print, mailing and distribution, and office products. With the support of Atlas and the Creditor Group, we will continue serving our customers with the same high standards of quality, reliability and innovation they expect. We look forward to partnering with Atlas in the weeks ahead to achieve a smooth sale process for our employees, customers and other stakeholders.”
Mr. Quinlan continued, “I would like to express our appreciation to our customers and vendors for their continued support throughout this process. On behalf of the LSC Board and management team, I would like to thank all of our employees for their unwavering dedication to our customers while continuing to prioritize their health and safety and that of their colleagues.”
“Over the last two decades, our team at Atlas has developed an intimate knowledge of the printing and paper industries and established a reputation for successfully operating industrial businesses in markets experiencing structural challenges. We help our companies solidify their position in core markets while remaining agile in dynamic commercial environments. As such, we believe Atlas is the ideal new partner for LSC and the customers they serve,” said Timothy Fazio, Co-Founder and Managing Partner of Atlas Holdings.
“LSC is a leader in North America in its respective markets and has a skilled and dedicated team. We’re excited to begin this new chapter with the company and look forward to welcoming LSC into the Atlas Family,” said Neil Mahajan, Principal of Atlas Holdings.
Under the Purchase Agreement, the Purchaser will receive certain deal protections as previously authorized by the U.S. Bankruptcy Court for the Southern District of New York (the “Court”). The transaction is subject to Court approval and to other customary closing conditions, including regulatory approvals. The transaction is expected to close during the fourth quarter of 2020.
https://investor.lsccom.com/news-releases/2020/09-15-2020-130649527