Item 7.01 Regulation FD Disclosure.
As previously disclosed, on April 14, 2020, Frontier Communications Corporation
(the "Company") and all of its direct and indirect subsidiaries (collectively,
the "Company Parties"), filed voluntary petitions under chapter 11 (the "Chapter
11 Cases") of title 11 of the United States Code (the "Bankruptcy Code") in the
United States Bankruptcy Court for the Southern District of New York (the
"Bankruptcy Court"). The Chapter 11 Cases are being jointly administered under
the caption In re Frontier Communications Corporation, et al., Case No. 20-22476
(RDD). Additional information regarding the Chapter 11 Cases is available at
www.frontierrestructuring.com. Court filings and information about the claims
process are available at https://cases.primeclerk.com/ftr, by calling the
Company's claims agent, Prime Clerk, toll-free at (877)-433-8020 or sending an
email to ftrinfo@primeclerk.com. The documents and other information available
on such websites are not part of this Current Report and shall not be deemed
incorporated herein.
Also as previously disclosed, on April 14, 2020, the Company Parties entered
into a Restructuring Support Agreement (the "Restructuring Support Agreement")
with certain noteholders (the "Consenting Noteholders"), pursuant to which the
Consenting Noteholders have agreed, subject to certain terms and conditions, to
support a financial restructuring (the "Restructuring") of the existing debt of,
existing equity interests in, and certain other obligations of the Company
Parties, pursuant to a pre-arranged financial restructuring plan to be filed in
the Chapter 11 Cases.
On May 15, 2020, the Company Parties filed a proposed Joint Plan of
Reorganization (the "Plan") and a related Disclosure Statement (the "Disclosure
Statement") describing the Plan and the solicitation of votes to approve the
same from certain of the Company Parties' creditors with respect to the Chapter
11 Cases.
The foregoing description of the Plan and Disclosure Statement does not purport
to be complete and is qualified in its entirety by reference to the Plan and
Disclosure Statement, copies of which are furnished herewith as Exhibits 99.1
and 99.2 and incorporated by reference herein. Information contained in the Plan
and the Disclosure Statement is subject to change, whether as a result of
amendments or supplements to the Plan or Disclosure Statement, third-party
actions, or otherwise, and should not be relied upon by any party.
This Current Report is not a solicitation to accept or reject the Plan. Any such
solicitation will be made pursuant to and in accordance with the Disclosure
Statement and applicable law, including orders of the Bankruptcy Court.
The information being furnished under this Item 7.01 of this Current Report,
including Exhibit 99.1 and Exhibit 99.2, shall not be deemed to be "filed" for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), or otherwise subject to the liabilities of that section, nor
shall it be deemed incorporated by reference into any registration statement or
other document filed by the Company under the Securities Act of 1933, as amended
(the "Securities Act"), or the Exchange Act, except as expressly set forth by
specific reference in such filing.
--------------------------------------------------------------------------------
Cautionary Statement Concerning Forward-Looking Statements
This Current Report on Form 8-K and the exhibits hereto contain "forward-looking
statements" related to future events. Forward-looking statements contain words
such as "expect," "anticipate," "could," "should," "intend," "plan," "believe,"
"seek," "see," "may," "will," "would," or "target." Forward-looking statements
are based on management's current expectations, beliefs, assumptions and
estimates and may include, for example, statements regarding the Chapter 11
Cases and the Company's ability to complete the Restructuring. These statements
are subject to significant risks, uncertainties, and assumptions that are
difficult to predict and could cause actual results to differ materially and
adversely from those expressed or implied in the forward-looking statements
including: consummation of the Restructuring; potential adverse effects of the
Chapter 11 Cases on the Company's liquidity and results of operations; the
Company's ability to obtain timely approval by the Bankruptcy Court with respect
to the motions filed in the Chapter 11 Cases; objections to the Company's
recapitalization process, debtor-in-possession financing facility (the "DIP
Facility"), or other pleadings filed that could protract the Chapter 11 Cases;
employee attrition and the Company's ability to retain senior management and
other key personnel due to the distractions and uncertainties; the Company's
ability to comply with the restrictions imposed by the terms and conditions of
the DIP Facility and other financing arrangements; the Company's ability to
maintain relationships with suppliers, customers, employees and other third
parties and regulatory authorities as a result of the Chapter 11 Cases; the
effects of the Chapter 11 Cases on the Company and on the interests of various
constituents, including holders of the Company's common stock; the Bankruptcy
Court's rulings in the Chapter 11 Cases, including the approvals of the terms
and conditions of the Restructuring and the DIP Facility, and the outcome of the
Chapter 11 Cases generally; the length of time that the Company will operate
under Chapter 11 protection and the continued availability of operating capital
during the pendency of the Chapter 11 Cases; risks associated with third party
motions in the Chapter 11 Cases, which may interfere with the Company's ability
to consummate the Restructuring or an alternative restructuring; increased
administrative and legal costs related to the Chapter 11 process; potential
delays in the Chapter 11 process due to the effects of the COVID-19 virus; other
litigation and inherent risks involved in a bankruptcy process; as well as other
risk factors set forth in the Company's Disclosure Statement included as Exhibit
99.2 to this Current Report, as may be amended from time to time.
Forward-looking statements are also subject to the risk factors and cautionary
language described from time to time in the reports the Company files with the
U.S. Securities and Exchange Commission, including those in the Company's most
recent Annual Report on Form 10-K and any updates thereto in the Company's
Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. The Company has
no obligation to update or revise these forward-looking statements and does not
undertake to do so.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description of Exhibit
99.1 Joint Plan of Reorganization of Frontier Communications Corporation
and its Debtor Affiliates Pursuant to Chapter 11 of the Bankruptcy
Code
99.2 Disclosure Statement Relating to the Joint Plan of Reorganization of
Frontier Communications Corporation and its Debtor Affiliates Pursuant
to Chapter 11 of the Bankruptcy Code
3
--------------------------------------------------------------------------------
© Edgar Online, source Glimpses
FRONTIER COMMUNICATIONS PARENT, INC. 
