Thryv Holdings, Inc. current report, 30 September 2015

Business Context and Reporting Period

This Form 8-K is filed by Dex Media, Inc. (not Thryv Holdings, Inc.) for the reporting period ending September 30, 2015. The filing addresses critical developments regarding the Company's senior secured credit facilities and senior subordinated notes.

Key Financial Metrics and Liquidity

  • Liquidity: As of September 25, 2015, the Company reported a cash bank balance of approximately $251.6 million.
  • Debt Structure: The Company maintains senior secured credit facilities for SuperMedia Inc., Dex Media East, Inc., Dex Media West, Inc., and R.H. Donnelley Inc.
  • Interest Obligations: Senior subordinated notes accrue interest at 12% for cash payments and 14% for payments-in-kind (PIK). The Company is required to pay 50% in cash and 50% in PIK until December 31, 2016.
  • Recent Payments: For the period ended March 31, 2015, the Company paid $17,648,359.49 (50% cash, 50% PIK), resulting in an additional $8,824,180 of Notes issued.

Material Changes and Events

  • Lender Ad Hoc Group: Certain lenders have formed an Ad Hoc Group to negotiate a possible restructuring of the senior secured credit facilities. The group has retained Houlihan Lokey as financial advisor and Milbank, Tweed, Hadley & McCloy as legal advisor.
  • Missed Interest Payment: The Company elected not to make the semi-annual interest payment due on September 30, 2015.
  • Default Risk: Under the Indenture, failure to make the interest payment by October 30, 2015 (30 days after the due date) constitutes an event of default. This could allow the Trustee or holders of 25% of the Notes to declare the entire principal amount immediately due and payable.

Outlook, Risks, and Management Commentary

Management indicates that the current cash balance of $251.6 million provides substantial liquidity to fund current operations despite the missed interest payment. The primary risk identified is the potential acceleration of debt obligations if the interest payment is not made by the October 30, 2015 deadline. The Company is currently engaged in restructuring negotiations with the Ad Hoc Group of lenders.

Investor Verification Checklist

  • Verify whether the interest payment due September 30, 2015, was made by the October 30, 2015 deadline to avoid an event of default.
  • Monitor the status of negotiations between the Company and the Lenders' Ad Hoc Group regarding the restructuring of senior secured credit facilities.
  • Confirm the current status of the senior subordinated notes and whether any acceleration clauses have been triggered.
  • Review subsequent filings for updates on the Company's liquidity position and operational funding capabilities.