Vice Media Group agreed to the terms of an asset purchase agreement with a consortium of its lenders, including Fortress Investment Group, Soros Fund Management and Monroe Capital, under which the lenders agreed to purchase the company, subject to higher and better bids from other parties. The lender consortium agreed to provide a total purchase consideration of approximately $225 million in the form of a credit bid for substantially all of the company’s assets, in addition to the assumption of significant liabilities upon closing.
To facilitate the sale, Vice filed voluntary petitions for reorganization under Chapter 11 in the U.S. Bankruptcy Court for the Southern District of New York. The company is seeking approval of the proposed transaction pursuant to Section 363 of Chapter 11 of the U.S. Bankruptcy Code, which will allow outside parties to submit additional bids for the company. In addition, the transaction is subject to bankruptcy court approval, antitrust approval, any other approvals that may be required by law and other customary conditions.
Vice also obtained commitments for debtor-in-possession financing from the lender consortium, as well as consent to use more than $20 million of cash that constitutes the cash collateral of the lender consortium. Vice anticipates that this financing, as well as the cash generated from ongoing operations, will be enough to fund its business throughout the sale process, which it expects to conclude in the next two to three months.
All of Vice’s multi-platform media brands, including Vice, Vice News, Vice TV, Vice Studios, Pulse Films, Virtue, Refinery29 and i-D, will continue to produce and deliver content. Substantially all of the company’s international entities, and the Vice TV joint venture with A&E, are not part of the Chapter 11 filing.
“Vice serves a huge global audience with a unique brand of news, entertainment and lifestyle content,” Bruce Dixon and Hozefa Lokhandwala, co-CEOs of Vice, said. “This accelerated court-supervised sale process will strengthen the company and position Vice for long-term growth, thereby safeguarding the kind of authentic journalism and content creation that makes Vice such a trusted brand for young people and such a valued partner to brands, agencies and platforms. We will have new ownership, a simplified capital structure and the ability to operate without the legacy liabilities that have been burdening our business. We look forward to completing the sale process in the next two to three months and charting a healthy and successful next chapter at Vice.”
Vice filed customary first day motions with the U.S. Bankruptcy Court seeking authorization to support its operations during the court-supervised sale process, including the continued payment of employee wages and benefits without interruption and the payment to vendors and suppliers on normal terms for goods and services provided on or after the filing date. The company expects to receive court approval for these requests.
