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Issue #21.14 :: 10/28/2009 - 11/03/2009
Morris fighting to control debt

BY STACEY EIDSON

AUGUSTA, GA – There has been a lot of speculation regarding what impact the selling of Fairway Outdoor by an affiliate company of Morris Publishing Group will have on William S. Morris III’s empire.

Two weeks ago, Morris Communications sold its outdoor advertising company in connection with an ongoing debt restructuring agreement in an attempt to keep the newspaper publisher from going into default.


Morris Communications reportedly sold Fairway Outdoor to a Washington, D.C.-based private equity group known as ACON Investments LLC for an undisclosed price. The move was in relation to Morris Publishing’s refinancing transaction involving $136.5 million of debt.

ACON Investments, which owns another outdoor advertising company, will reportedly become one of the largest privately owned outdoor advertising companies in the country with almost 20,000 billboard and poster displays in more than 20 states.

The company’s press release states that Morris will continue to retain a minority stake.

In connection with the restructuring agreement announced in September, an affiliate of ACON and affiliates of Morris Publishing acquired a portion of Morris Publishing’s senior secured loan. The restructuring agreement involves the nearly $278.5 million in senior subordinated notes due in 2013, according to the Jacksonville Business Journal.

Morris Publishing, which owns The Augusta Chronicle and 12 other newspapers, has not announced if it has reached the full buy-in of 99 percent support of the noteholders of the debt, according to the Jacksonville paper.

The speculation is, if Morris defaulted on the nearly $20 million interest overdue on its notes, the Jacksonville Business Journal states the company would then cross-default with its lenders on the senior secured loan.

Competing newspapers all over the country are keeping a close eye on Morris’ actions.

In September, the Savannah Daily News reported Morris Publishing had agreed to immediately pay about $110 million of its more than $130 million in short-term debt and credit facilities.

In a company press release posted on Sept. 25, Morris Publishing announced that it has agreed to the terms of a “restructuring agreement” with the holders of over 75 percent of its outstanding $278 million in debt.

“If the restructuring is approved, the holders of the $278.5 million in outstanding notes would exchange their existing notes for $100 million of new second lien secured notes,” the press release stated.

If the company is able to exchange its existing notes for $100 million of new second lien secured notes, “affiliates” of Morris Publishing would agree to repay the $110 million. But the company’s press release does not state exactly which of the company’s entities are the lucky “affiliates” that get to take on that more than $100 million payment.

Two weeks ago, the company was also granted another extension to pay $19.4 million in interest on a portion of its $417 million debt.

Morris Publishing, which has received more than a dozen extensions already this year, has until Dec. 11 to make two semi-annual interest payments of $9.7 million on its senior subordinated notes that were originally due Feb. 1 and Aug. 3.

But prior to December, Morris Publishing is also required to launch the “exchange offer solicitation process” by Oct. 30.

So, expect more changes coming from Morris Publishing over the next few weeks. Otherwise, Morris will have a not-so-merry Christmas.

Karma might be catching up to Augusta’s own Ebenezer Scrooge. After all, this is the man who once charged his own employees for parking, just so they could go to work.

Also, Morris Communications Company has already implemented a reduction of employee wages by 5 to 10 percent this year.

In April, wage reductions were at least 5 percent for those who earned less than $25,000 per year, 7.5 percent for those earning $25,000 to $50,000 and 10 percent for those earning $50,000 or more, according to a company press release.

Let’s just hope his employees can continue to weather this storm.

 

 
Comments
The following clarifications to this weeks article were found on Morris' Web site. Thought it might might be informative to your reporting staff. Why does Morris find it necessary to keep getting extensions when it has already announced a deal? There is an enormous amount of legal work associated with this complex deal and a number of moving parts that all have to come together at the same time. Frankly, Morris simply hasn’t been able to finalize all the paperwork and financial reporting that needs to be done. The reason Morris keep getting forbearance is that the interest payments are legally in default until the exchange offer is accepted. In reality, it doesn’t anticipate paying those interest payments. The deal with the bondholders calls for it to exchange $100 million in new bonds for the $278.5 million in outstanding bonds plus any outstanding accrued interest and penalties. This means the $20 million in interest payments that are in default will never be paid per the exchange offer with the bondholders. Have the banks been paid off; and if so, who holds the senior secured debt now? The amended credit agreement transaction, dated October 15, 2009, basically paid off all the banks. The senior secured debt was acquired by two of Morris Publishing’s affiliates which deposited the $110 million in senior notes into escrow. The $110 million owed by Morris Publishing to its affiliates will effectively be cancelled upon successful completion of the proposed deal with the bondholders. No cash will be paid or received by either party upon the cancelation of the senior debt. Why the 99 percent buy-in? Whats magic about this number? It’s a matter of statistical convenience really. The 99% threshold was based on the business forecast model upon which the the agreed upon $100 million exchange offer was based. Regardless of whether the threshold is reached, the bondholder exchange will most likely be completed in one form or another. How much debt is this eliminating? When completed, the agreement will reduce its debt from $415 million to $126.5 million. How does this affect Morris’ newspapers? This agreement should have no impact on its newspaper operations, our customers, suppliers or our employees. Morris thinks this agreement will give it more breathing room as we continue to navigate the future of this challenging business.
WhomeverOctober 30th, 2009 04:17pm
According to stupidsavannah.com 10 people were rumored laid off at the Savannah Morning News... Any news on layoffs in Augusta?
noneyaNovember 4th, 2009 09:39pm
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