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Form 8-K Verso Corp For: Aug 21

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August 21, 2015 8:07 AM EDT


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): August 21, 2015

_____________________ 
 VERSO CORPORATION
(Exact name of registrant as specified in its charter)
 
Delaware
 
001-34056
 
75-3217389
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification Number)

 VERSO PAPER HOLDINGS LLC
(Exact name of registrant as specified in its charter)
 
Delaware
 
333-142283
 
56-2597634
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification Number)

 
6775 Lenox Center Court, Suite 400
Memphis, Tennessee 38115-4436
(Address of principal executive offices) (zip code)
(901) 369-4100
(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
On August 21, 2015, Verso Paper Holdings LLC and Verso Paper Inc. (together, the “Issuers”) issued a press release announcing the extension of the expiration date for their previously announced offers to exchange (a) up to $180,767,777 aggregate principal amount of their Second Priority Adjustable Senior Secured Notes, which have been registered under the Securities Act of 1933, as amended (the “Securities Act”), for any and all of the outstanding like principal amount of their Second Priority Adjustable Senior Secured Notes and (b) up to $65,026,237 aggregate principal amount of their Adjustable Senior Subordinated Notes, which have been registered under the Securities Act, for any and all of the outstanding like principal amount of their Adjustable Senior Subordinated Notes (the “Exchange Offers”). The expiration date for the Exchange Offers has been extended to 5:00 p.m., New York City time, on Tuesday, August 25, 2015, unless further extended. All other terms, provisions and conditions of the Exchange Offers will remain in full force and effect.
For additional information concerning the foregoing, a copy of the press release issued by the Issuers on August 21, 2015, is included as Exhibit 99.1 to this report and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.
(d)    Exhibits
Exhibit
 
 
 
Number
 
Description
 
 
99.1
 
Press release issued by Verso Paper Holdings LLC and Verso Paper Inc. on August 21, 2015.
 




SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: August 21, 2015
 
 
 
 
 
 
VERSO CORPORATION
 
 
 
 
 
 
 
By:
/s/ Peter H. Kesser
 
 
Peter H. Kesser
 
 
Senior Vice President, General Counsel and Secretary
 
 
 
 
 
 
 
VERSO PAPER HOLDINGS LLC
 
 
 
 
 
 
 
By:
/s/ Peter H. Kesser
 
 
Peter H. Kesser
 
 
Senior Vice President, General Counsel and Secretary
 
 
 




EXHIBIT INDEX

Exhibit
 
 
 
Number
 
Description
 
99.1
 
Press release issued by Verso Paper Holdings LLC and Verso Paper Inc. on August 21, 2015.
 




 
 
EXHIBIT 99.1
 
 
 
 
 
 
 
 
 
 
 
 



VERSO PAPER HOLDINGS LLC AND VERSO PAPER INC. ANNOUNCE
EXTENSION OF EXPIRATION DATE FOR EXCHANGE OFFERS FOR THEIR
SECOND PRIORITY ADJUSTABLE SENIOR SECURED NOTES AND
ADJUSTABLE SENIOR SUBORDINATED NOTES
MEMPHIS, Tenn. (August 21, 2015) - Verso Paper Holdings LLC and Verso Paper Inc. (collectively, the “Issuers”), wholly owned subsidiaries of Verso Corporation (NYSE: VRS), announced today that they have extended the expiration date for their previously announced exchange offers from 5:00 p.m., New York City time, on Thursday, August 20, 2015, to 5:00 p.m., New York City time, on Tuesday, August 25, 2015, unless further extended. All other terms, provisions and conditions of the exchange offers will remain in full force and effect.
On July 22, 2015, the Issuers commenced their offers to exchange up to $180,767,777 aggregate principal amount of their Second Priority Adjustable Senior Secured Notes and related guarantees registered under the Securities Act of 1933 (the “Securities Act”) for any and all of the outstanding like principal amount of their Second Priority Adjustable Senior Secured Notes and related guarantees (the “Original Second Priority Notes”), and $65,026,237 aggregate principal amount of their Adjustable Senior Subordinated Notes and related guarantees registered under the Securities Act for any and all of the outstanding like principal amount of their Adjustable Senior Subordinated Notes and related guarantees (the “Original Subordinated Notes”).
As of 5:00 p.m., New York City time, on August 20, 2015, Wilmington Trust, National Association, the exchange agent for the exchange offers, has advised that $180,691,241 aggregate principal amount of the outstanding Original Second Priority Notes had been tendered for exchange, representing approximately 99.96% of such outstanding notes, and that $64,924,687 aggregate principal amount of the outstanding Original Subordinated Notes had been tendered for exchange, representing approximately 99.84% of such outstanding notes.
On July 21, 2015, the Securities and Exchange Commission declared the Form S-4 registration statement filed by the Issuers regarding the exchange offers effective under the Securities Act. The expiration date for the exchange offers is being extended to provide time for the remaining outstanding Original Second Priority Notes and Original Subordinated Notes to be exchanged.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale of any securities in any jurisdiction in which such offering, solicitation or sale would be unlawful. A copy of the prospectus and other materials related to the exchange offers may be obtained from the exchange agent, Wilmington Trust, National Association, by calling (302) 636-6470.




About Verso
Verso Corporation is the turn-to company for those looking to successfully navigate the complexities of paper sourcing and performance. The leading North American producer of printing and specialty papers and pulp, Verso provides insightful solutions that help drive improved customer efficiency, productivity, brand awareness and business results. Verso's long-standing reputation for quality and reliability is directly tied to our vision to be a company with passion that is respected and trusted by all. Verso's passion is rooted in ethical business practices that demand safe workplaces for our employees and sustainable wood sourcing for our products. This passion, combined with our flexible manufacturing capabilities and an unmatched commitment to product performance, delivery and service, make Verso a preferred choice among commercial printers, paper merchants and brokers, converters, publishers and other end users. For more information, visit us online at versoco.com.
Forward-Looking Statements
In this press release, all statements that are not purely historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements may be identified by the words “believe,” “expect,” “anticipate,” “project,” “plan,” “estimate,” “intend” and other similar expressions. Forward-looking statements are based on currently available business, economic, financial and other information and reflect management's current beliefs, expectations and views with respect to future developments and their potential effects on Verso. Actual results could vary materially depending on risks and uncertainties that may affect Verso and its business. For a discussion of such risks and uncertainties, please refer to Verso's filings with the Securities and Exchange Commission. Verso assumes no obligation to update any forward-looking statement made in this press release to reflect subsequent events or circumstances or actual outcomes.
Investor contact:
901-369-4128
Media contact:
Kathi Rowzie
Vice President, Communications and Public Affairs
901-369-5800




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