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Press Release: GTT Files for Chapter 11 to Implement Prepackaged Plan

Dow Jones Newswires ·  Nov 1, 2021 05:39

GTT Files for Chapter 11 to Implement Prepackaged Plan
- Voluntary chapter 11 cases filed for entities based in the United
States (U.S.) consistent with Company's previously announced
Restructuring Support Agreement (RSA) with key stakeholders
- Large majorities of lenders and noteholders have approved the
Prepackaged Plan
- The combination of the recently completed infrastructure division sale
and the transactions contemplated by the Prepackaged Plan will reduce
the Company's debt by approximately $2.8 billion
- Business continues as usual and without interruption both in the U.S.
and globally; vendors, employees and other partners to be paid in the
ordinary course of business
MCLEAN, Va.--(BUSINESS WIRE)--October 31, 2021--
GTT Communications, Inc., "GTT" or "the Company," a leading global cloud
networking provider to multinational clients, announced today that the
Company and certain of its direct and indirect subsidiaries have
commenced prepackaged chapter 11 cases in the United States Bankruptcy
Court for the Southern District of New York to effectuate a deleveraging
of GTT's capital structure. GTT's foreign businesses and operations
outside of the U.S. are not included in the filing and are unaffected by
the chapter 11 cases.
As previously announced, on September 1, 2021, GTT entered into an RSA
with key stakeholders, including holders of a majority of its secured
and unsecured debt and I Squared Capital, to implement a comprehensive
restructuring of the Company's balance sheet following the sale of its
infrastructure division to I Squared Capital. The sale closed on
September 16, 2021.
Subsequent to executing the RSA and the closing of the sale, GTT
solicited acceptances of its Prepackaged Plan, which received
overwhelming support from its debtholders. Lenders holding over 88% of
the aggregate outstanding principal amount of GTT's secured loans and
holders of over 88% of the aggregate outstanding principal amount of
GTT's 7.875% Senior Notes due 2024, including all lenders and
noteholders that voted on the Prepackaged Plan, voted to accept. The
Company is seeking to have the Prepackaged Plan confirmed in
mid-December.
The Prepackaged Plan advances GTT on its path to improve its capital
structure and execute its long-term business strategy. The combination
of the completed infrastructure division sale and the transactions
contemplated by the Prepackaged Plan will reduce the Company's debt by
approximately $2.8 billion.
GTT is operating and serving its customers in the U.S. and globally
without interruption. The RSA and the Prepackaged Plan provide for
vendors, employees and other partners to be paid in the ordinary course
of business for obligations incurred prior to and after the commencement
of the chapter 11 cases. The Company has access to sufficient liquidity
to operate its businesses including the payment of all such obligations.
GTT expects to emerge from this process following receipt of the
necessary regulatory approvals for the restructuring.
Ernie Ortega, Chief Executive Officer of GTT, said, "I am pleased by the
support we've received from our debtholders and other stakeholders
demonstrating their confidence in the Company's business plan and
long-term strategy. Following the entry into the RSA, we closed the sale
of our infrastructure division, and repaid a significant portion of our
secured debt, as we said we would. Commencing the Company's chapter 11
cases is the next major milestone that enables us to further strengthen
our financial position as we continue to operate our business around the
world."
Ortega added, "GTT remains committed to providing market-leading network
solutions to our clients throughout the restructuring process and
beyond. The main pillars of our business strategy that focus on
operational excellence and providing a differentiated customer
experience remain intact. We will continue to place the needs of our
customers first, encouraged by the positive progress we are seeing
across the key operational metrics impacting customer experience. I am
thankful for everyone on our team who works tirelessly to deliver
top-tier services to our global client base. I would also like to
express my gratitude to our valued clients with whom we are honored to
partner."
GTT's legal advisor in connection with the restructuring is Akin Gump
Strauss Hauer & Feld LLP. Alvarez & Marsal North America, LLC serves as
its restructuring advisor and TRS Advisors, a group within the
investment banking division of Piper Sandler & Co., serves as its
investment banker for the restructuring.
Interested parties who may have questions related to the restructuring
may call Prime Clerk, at (877) 329-1803 or (347) 532-7908
(international) or send an email to GTTInfo@PrimeClerk.com. In addition,
information related to the restructuring is available at
https://cases.primeclerk.com/GTT.
About GTT
GTT provides secure global connectivity, improving network performance
and agility for your people, places, applications and clouds. We operate
a global Tier 1 internet network and provide a comprehensive suite of
cloud networking and managed solutions that utilize advanced
software-defined networking and security technologies. We serve
thousands of businesses with a portfolio that includes SD-WAN and other
WAN services, internet, security and voice services. Our customers
benefit from a customer-first service experience underpinned by our
commitment to operational excellence. For more information on GTT,
please visit www.gtt.net.
Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995 and such
statements are intended to be covered by the safe harbor provided by the
same. These statements are based on the current beliefs and expectations
of the Company's management and are subject to significant risks and
uncertainties. The above statements regarding the expected impact of the
Company's voluntary petitions for relief (the "Chapter 11 Cases") under
chapter 11 of the Bankruptcy Code constitute forward-looking statements
that are based on the Company's current expectations. Because these
forward-looking statements involve risks and uncertainties, there are
important factors that could cause future events to differ materially
from those in the forward-looking statements, many of which are outside
of the Company's control. These factors include, but are not limited to,
the effects on the Company's business and clients of general economic
and financial market conditions, as well as the following: (1) the
Company has announced that its previously issued financial statements
for the years ended December 31, 2019, 2018 and 2017, each of the
quarters during the years ended December 31, 2019 and 2018 and the
quarter ended March 31, 2020 (the "Non-Reliance Periods") and related
disclosures and communications should no longer be relied upon as a
result of preliminary findings of the Company's previously disclosed
review of certain accounting issues (the "Review"); the Company is
continuing to finalize its quantification of the impact of errors
identified by the Review on financial results for the Non-Reliance
Periods and the impact may be materially different than previously
disclosed estimates; (2) the completion of the Review and the completion
and filing of the restated financial statements relating to the
Company's previously issued consolidated financial statements for the
Non-Reliance Periods, its Quarterly Reports on Form 10-Q for the
quarters ended June 30, 2020 and September 30, 2020, its Annual Report
on Form 10-K for the fiscal year ended December 31, 2020, its Quarterly
Reports on Form 10-Q for the quarters ended March 31, 2021 and June 30,
2021 and any subsequent delayed periodic filings with the Securities and
Exchange Commission (the "SEC") may take longer than expected as a
result of the timing or findings of the Review or the Company's
independent registered public accounting firm's review process; (3)
existing cash balances and funds generated from operations may not be
sufficient to finance the Company's operations and meet its cash
requirements; (4) the Company is subject to risks associated with the
actions of network providers and a concentrated number of vendors and
clients; (5) the Company could be subject to cyber-attacks and other
security breaches; (6) the Company's network could suffer serious
disruption if certain locations experience damage or as the Company adds
features and updates its network; (7) the Company is subject to risks
associated with purchase commitments to vendors for longer terms or in
excess of the volumes committed by the Company's underlying clients, or
sales commitments to clients that extend beyond the Company's
commitments from its underlying suppliers; (8) the Company may be unable
to establish and maintain peering relationships with other providers or
agreements with carrier neutral data center operators; (9) the Company's
business, results of operation and financial condition are subject to
the impacts of the COVID-19 pandemic and related market and economic
conditions; (10) the Company may be affected by information systems that
do not perform as expected or by consolidation, competition, regulation
or a downturn in the Company's industry; (11) the Company may be liable
for the material that content providers distribute over its network;
(12) the Company has generated net losses historically and may continue
to do so; (13) the Company may fail to successfully integrate any future
acquisitions or to efficiently manage its growth; (14) the Company may
be unable to retain or hire key employees; (15) the Company recently
announced management changes; (16) the Company is subject to risks
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