0001104659-14-066994.txt : 20140918 0001104659-14-066994.hdr.sgml : 20140918 20140918110028 ACCESSION NUMBER: 0001104659-14-066994 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140916 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140918 DATE AS OF CHANGE: 20140918 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DEX MEDIA, INC. CENTRAL INDEX KEY: 0001556739 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 132740040 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35895 FILM NUMBER: 141109416 BUSINESS ADDRESS: STREET 1: 2200 WEST AIRFIELD DRIVE STREET 2: P.O. BOX 619810 CITY: D/FW AIRPORT STATE: TX ZIP: 75261 BUSINESS PHONE: 972-453-7000 MAIL ADDRESS: STREET 1: 2200 WEST AIRFIELD DRIVE STREET 2: P.O. BOX 619810 CITY: D/FW AIRPORT STATE: TX ZIP: 75261 FORMER COMPANY: FORMER CONFORMED NAME: NEWDEX, INC. DATE OF NAME CHANGE: 20120822 8-K 1 a14-21136_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of Earliest Event Reported):

September 16, 2014

 

DEX MEDIA, INC.

(Exact name of Registrant as specified in its charter)

 

Delaware

 

1-35895

 

13-2740040

(State of Incorporation)

 

(Commission File Number)

 

(I.R.S. Employer
Identification Number)

 

2200 West Airfield Drive, P.O. Box 619810, DFW Airport, Texas 75261

(Address of Principal Executive Offices)

 

(972) 453-7000

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


 

Item 8.01                                           Other Events.

 

As previously announced, on September 9, 2014, certain subsidiaries of Dex Media, Inc. (the “Company”) commenced offers to repurchase bank debt below par.  The offers expired at 5:00 p.m., New York City time, on Tuesday, September 16, 2014.  The Company subsidiaries will retire approximately $35.2 million in principal amount of bank debt for approximately $29.0 million in cash consideration.  Settlement of the repurchases will occur on or about Thursday, September 18, 2014.  A copy of the press release announcing the results of the repurchases is attached hereto as Exhibit 99.1 and incorporated by reference herein.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

The following exhibit is filed with this report:

 

Exhibit
No.

 

Exhibit Description

99.1

 

Press Release of Dex Media, Inc.

 

2


 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

DEX MEDIA, INC.

 

 

 

 

 

 

 

 

 

By:

/s/ Raymond R. Ferrell

 

 

Name:

Raymond R. Ferrell

 

 

Title:

Executive Vice President —

 

 

 

General Counsel and Corporate Secretary

 

 

 

 

 

 

 

 

Date:    September 18, 2014

 

 

 

 

3


 

EXHIBIT INDEX

 

Exhibit
No.

 

Exhibit Description

99.1

 

Press Release of Dex Media, Inc.

 

4

 EX-99.1 2 a14-21136_1ex99d1.htm EX-99.1

Exhibit 99.1

 

Media Relations Contact:

Suzanne Keen

972-453-7875

suzanne.keen@dexmedia.com

 

Investor Relations Contact:

Cliff Wilson

972-453-6188

cliff.wilson@dexmedia.com

 

Dex Media successfully completes bank debt repurchases

 

DALLAS, Sept. 18, 2014 — Dex Media, Inc. (NASDAQ: DXM), one of the largest national providers of social, local and mobile marketing solutions through direct relationships with local businesses, today announced it successfully repurchased bank debt at two of its operating subsidiaries and will retire approximately $35.2 million in principal amount of bank debt for approximately $29.0 million in cash consideration.

 

The results of the bank debt repurchases are as follows:

 

$ in millions

 

Entity

 

Principal Value of
Accepted Bids

 

Accepted
Price

 

Aggregate Cash
Payment
to Lenders

 

SuperMedia Inc.

 

$

19.8 million

 

86.0

%

$

17.0 million

 

R.H. Donnelley Inc.

 

$

15.4 million

 

78.0

%

$

12.0 million

 

 

As announced on Sept. 9, 2014, designated utilization and price ranges for the bank debt repurchases were as follows:

 

· SuperMedia Inc. — Offered to utilize up to $17 million to repurchase its bank debt at a price of 86.0% to 90.0% of par.

 

· R.H. Donnelley Inc. — Offered to utilize up to $12 million to repurchase its bank debt at a price of 77.0% to 81.0% of par.

 

This offer expired at 5:00 p.m., Eastern time, on Tuesday, Sept. 16, 2014. Settlement of the prepayments will take place on or about Thursday, Sept. 18, 2014.

 


 

About Dex Media

 

Dex Media (NASDAQ: DXM) is a full-service media company offering integrated marketing solutions that deliver measurable results. As the marketing department for more than 500,000 small and medium-sized businesses across the U.S., Dex Media helps them Get Found, Get Chosen and Get Talked About. The company’s widely used consumer services include the DexKnows.com® and Superpages.com® search portals and applications as well as local print directories. For more information, visit www.DexMedia.com.

 

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