Verso Corporation (VRS) Announces Final Results of Modified Dutch Auction Tender Offer

June 11, 2021 4:15 PM EDT

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Verso Corporation (NYSE: VRS) today announced the final results of its "modified Dutch auction" tender offer for the purchase for cash of shares of its Class A common stock, par value $0.01 per share (the "Shares"), having an aggregate purchase price of not more than $55.0 million, which expired at 12:00 midnight, New York City time, at the end of Thursday, June 10, 2021.

Based on the final count by Computershare Trust Company, N.A., the depositary ("Depositary") for the tender offer, a total of 3,039,712 Shares were properly tendered at or below the purchase price of $18.10 per Share and not properly withdrawn.

In accordance with the terms and conditions of the tender offer and based on the final count by the Depositary, Verso accepted for purchase 3,039,712 Shares at a purchase price of $18.10 per Share, for an aggregate cost of approximately $55.0 million, excluding fees and expenses relating to the tender offer. Included in the 3,039,712 Shares that Verso accepted for purchase in the tender offer are 1,038 Shares that Verso elected to purchase pursuant to its right to purchase up to an additional 2% of its outstanding Shares. As Verso accepted for purchase all the Shares that were properly tendered at a price at or below $18.10 and not properly withdrawn, there is no proration factor. The Shares accepted for purchase represent approximately 9% of the total number of Shares issued and outstanding as of June 10, 2021. Based on these numbers, and following settlement of the tender offer, Verso will have approximately 29.6 million Shares issued and outstanding. Verso will pay for the Share repurchases with available cash on hand.

The Depositary will promptly pay for the Shares accepted for purchase pursuant to the tender offer and will return all other Shares tendered and not purchased.

BofA Securities acted as dealer manager for the tender offer.

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