Simpson Thacher represented JPMorgan Chase Bank, N.A., as administrative agent under the Dex Media East and Dex Media West senior secured credit facilities, in connection with the chapter 11 bankruptcy proceedings of R.H. Donnelley Corporation and its subsidiaries. Simpson Thacher also served as co-counsel to Deutsche Bank Trust Company Americas in its capacity as administrative agent under the R.H. Donnelley Inc. senior secured credit facility. Dex Media East, Dex Media West and R.H. Donnelley Inc. are the primary operating subsidiaries of R.H. Donnelley Corporation, one of the nation’s leading yellow pages producers and local commercial search companies.
Prior to the company’s voluntary filing for chapter 11 protection on May 28, 2009, lenders representing in excess of two-thirds in principal amount and one-half in number of claims under each of the Dex Media East, Dex Media West and R.H. Donnelley Inc. credit facilities and bondholders holding in excess of a majority of the principal amount outstanding under the company’s unsecured bond indebtedness entered into support agreements under which they agreed to support a plan of reorganization which included the amendment and restatement of the credit facilities (with no decrease in the approximately $3.6 billion of secured indebtedness outstanding thereunder other than in connection with an estimated cash paydown of approximately $675 million) and the exchange of all of the company’s approximately $6.0 billion of unsecured bond indebtedness for 100 percent of the equity in the restructured company and $300 million of unsecured notes issued by the company.
The U.S. Bankruptcy Court for the District of Delaware confirmed the plan of reorganization on January 12, 2010. The company emerged from bankruptcy on January 29, 2010 under the new name Dex One Corp and began trading on the New York Stock Exchange.
The Simpson Thacher team working on the transaction included: Patrick Ryan, Joshua Koenig, Julia Kohen, Jackie Kahng and Gibbs Fryer (Banking and Credit), Sandy Qusba, Morris Massel, Lauren Gee and Benjamin Wells (Bankruptcy), Tom Rice, David Woll, Jason Meltzer and Jennifer Gomez (Litigation) and Jonathan Goldstein and Amie Broder (Tax).