Item 1.01 Entry into a Material Definitive Agreement.
In connection with the Closing, the Sellers and Buyer entered into that certain
First Amendment to Stock and Asset Purchase Agreement, dated as of
On
The foregoing descriptions of the Purchase Agreement, the First Amendment and
the L/C Facility Agreement do not purport to be complete and are qualified in
their entirety by reference to the full text of the Purchase Agreement, a copy
of which was previously filed as Exhibit 2.1 to the Current Report on Form 8-K
filed by the Company with the
Item 1.02 Termination of a Material Definitive Agreement.
As previously disclosed, the Company had access to an aggregate principal amount
of
2
--------------------------------------------------------------------------------
Agreement, dated as of
The information set forth under the Introductory Note and Item 1.01 of this Form 8-K is incorporated into this Item 1.02 by reference.
Item 2.01 Completion of Acquisition of Disposition of Assets.
The information set forth under the Introductory Note and Item 1.01 of this Form 8-K is incorporated into this Item 2.01 by reference.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
Effective as of
Item 7.01. Regulation FD Disclosure.
The estimated available amount to distribute from Buyer to the holders of the
senior secured term loan B facility under the Prepetition Credit Agreement and
holders of senior notes under the Prepetition Indenture (each as defined in the
Purchase Agreement) (the "Junior Creditors") pursuant to that certain Credit Bid
Support Agreement, dated as of
As disclosed in the joint chapter 11 plan of liquidation of the Debtors that was
filed with the
The information in Item 7.01 of this Form 8-K is being furnished and shall not be deemed "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 such section. The information in Item 7.01 of this Form 8-K shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in any such filing.
3
--------------------------------------------------------------------------------
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Exhibit 2.1 Stock and Asset Purchase Agreement, dated as ofSeptember 15, 2020 , by and amongLSC Communications, Inc. and certain of its subsidiaries party thereto,ACR III Libra Holdings LLC and, solely with respect to Section 9.13 of the Purchase Agreement,Atlas Capital Resources III LP andAtlas Capital Resources (P) III LP (incorporated by reference to Exhibit 2.1 of the Company's Current Report on Form 8-K filed onSeptember 15, 2020 )* 2.2 First Amendment to Stock and Asset Purchase Agreement, dated as ofDecember 4, 2020 , by and amongLSC Communications, Inc. and certain of its subsidiaries party thereto andACR III Libra Holdings LLC company (n/k/aLSC Communications LLC )* 10.1 Cash Collateral and Letter of Credit Reimbursement Agreement, dated as ofDecember 4, 2020 , by and amongLSC Communications, Inc. , certain of the lenders under theDIP Credit Agreement andBank of America, N.A . as issuing bank* 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Certain schedules and exhibits omitted pursuant to Item 601(b)(2) of Regulation S-K.The Company agrees to furnish a supplemental copy of any omitted schedule or exhibit to theU.S. Securities and Exchange Commission upon request. 4
--------------------------------------------------------------------------------
© Edgar Online, source