Alpha Media Holdings Chapter 11 plan effective as of July 15

By Sarah Lizee

Olympia, Wash., July 16 – Alpha Media Holdings LLC’s Chapter 11 plan went into effect on Thursday, according to a notice filed with the U.S. Bankruptcy Court for the Eastern District of Virginia.

The plan was confirmed on April 1.

As previously reported, the company entered bankruptcy to implement the terms of a comprehensive balance sheet restructuring with its second-lien lenders and unsecured noteholders.

The restructuring transactions will effectuate a recapitalization of the debtors’ roughly $267 million of pre-petition funded debt, which includes a $74.97 million first-lien term loan due 2022, $15.04 million first-lien revolver due 2021, $72.64 million second-lien notes due 2022 and $103.93 million unsecured notes due 2023.

ICG Debt Administration LLC has agreed to provide $37.5 million of new money in the form of a second-lien secured note purchase facility, $20 million of which represents a conversion, at emergence, of a senior priming post-petition debtor-in-possession financing that ICG has also agreed to provide.

According to the company’s disclosure statement, administrative claims and priority tax claims will be paid in full in cash.

Holders of DIP claims will receive their pro rata share of participation in the exit facility and new warrants. However, if the debtors elect not to close the exit facility, the debtors will pay the senior DIP facility in full in cash or provide other treatment as agreed by the required lenders.

Holders of other priority claims will be paid in the ordinary course of business.

Intercompany claims will be adjusted, continued or discharged.

Holders of other secured claims will receive payment in full in cash, have their claims reinstated or receive the collateral securing their claims.

Holders of first-lien debt claims will receive payment in full in cash to the extent not previously paid from proceeds of the senior DIP facility.

Holders of second-lien notes claims will receive their pro rata share of 85% of new common stock on a fully diluted basis.

Pre-petition HoldCo notes claims will be canceled and holders will receive no distribution.

Holders of general unsecured claims will have their claims reinstated.

Topco interests will be canceled.

On the effective date, reorganized Alpha Media will acquire 100% ownership of reorganized Alpha Media USA, LLC. All of the remaining other interests will be retained by the applicable reorganized debtor without altering the organizational structure of the debtors as it existed as of the petition date.

All consideration to make payments or distributions will be obtained from a DIP facility, an exit second-lien note facility or other cash from the debtors, including cash from business operations.

Alpha Media is a Portland, Ore.-based radio station operator. The company filed bankruptcy on Jan. 25, 2020 under Chapter 11 case number 21-30209.

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