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ION Media Networks, Inc. owns and operates the largest U.S. broadcast television station group and ION Television, the country’s only independent broadcast television network. The Company owns 59 of its 60 full-power broadcast television stations, including stations in each of the top 20 U.S. markets and 39 of the top 50.





Court Approves ION Media Networks, Inc.'s Disclosure Statement

With the Support of Holders of over 70% of ION's First Lien Secured Debt and the Creditors' Committee, ION to Begin Solicitation of Creditor Votes on its Plan of Reorganization

ION also Receives FCC Approval on its Short Form Change of Control Applications Allowing Expedited Emergence from Chapter 11 Process

Confirmation Hearing Scheduled to Begin November 3, 2009

New York, NY - October 1, 2009 - ION Media Networks, Inc. ("ION"), owner and operator of the ION Television network, today announced that the United States Bankruptcy Court for the Southern District of New York approved the Disclosure Statement filed in connection with the company's proposed Plan of Reorganization and authorized ION to begin soliciting votes from its creditors. ION's confirmation hearing, at which the Bankruptcy Court will consider approval of the Plan, has been scheduled for November 3, 2009.

The Plan is supported by holders of over 70% of ION's first lien secured debt, who also served as the source of ION's $150 million debtor in possession financing facility (the "Lenders"), as well as the statutory committee of unsecured creditors appointed in the chapter 11 cases (the "Committee"). ION, the Lenders and the Committee recently entered into a global settlement, the terms of which are incorporated in the Plan. As previously reported, the Plan contemplates a complete extinguishment of over $2.7 billion in legacy indebtedness and preferred stock claims.

Additionally, ION received this week FCC approval on its short form application for transfer of control of its television licensees, allowing ION to emerge from the bankruptcy process promptly upon bankruptcy court approval of its plan of reorganization without any further delay.

Brandon Burgess, ION's Chairman and CEO, said "With the Court's authorization, we can now begin the solicitation of stakeholder votes on our Plan, which is another important step forward in our restructuring process. We are pleased with what we have accomplished thus far as we work to emerge as a competitive and financially stable company."

The Plan, as modified to incorporate the global settlement with the Committee, provides as follows:

  • upon consummation, the Debtors' $150 million debtor in possession financing facility will convert into 62.5% of the new common stock of Reorganized ION;
  • the holders of first lien secured debt claims will receive their pro rata share of 37.5% of the new common stock of Reorganized ION;
  • the holders of second priority notes claims will receive, on a pro rata basis, a share of $5 million aggregate cash distribution to be shared with holders of general unsecured claims and warrants to purchase 5% of the new common stock of Reorganized ION at an equity value of $800 million;
  • the holders of general unsecured claims will receive, on a pro rata basis, a share of $5 million aggregate cash distribution to be shared with holders of second priority notes claims and warrants to purchase 5% of the new common stock of Reorganized ION at an equity value of $1.1 billion; and
  • all outstanding ION equity interests, including common stock, preferred stock and any options, warrants or rights to acquire any equity interests, will be cancelled and extinguished and holders thereof will not receive a distribution.

ION will shortly begin the process of soliciting votes for the Plan from eligible claim holders. Assuming the requisite approvals are received and the Bankruptcy Court confirms the Plan under the company’s current timetable, ION expects to emerge from Chapter 11 later this year.

ION's Plan and Disclosure Statement are available at http://www.kccllc.net/ION.

This release is not intended as a solicitation for a vote on the Plan.

Kirkland & Ellis LLP is serving as legal counsel to ION and Moelis & Company LLC is serving as financial advisor in connection with the restructuring.

About ION Media Networks
ION Media Networks, Inc. owns and operates the nation's largest broadcast television station group and ION Television, which reaches over 96 million U.S. television households via its nationwide broadcast television, cable and satellite distribution systems, and features popular TV series and movies from the award-winning libraries of CBS Television, NBC Universal, Sony Pictures Television, Twentieth Television and Warner Bros., among others. Using its digital multicasting capability, the Company has launched several digital TV brands, including ION Life, a channel dedicated to active living and personal growth. It also has launched Open Mobile Ventures Corporation, a business unit focused on the research and development of portable, mobile and out-of-home transmission technology using over-the-air digital television spectrum. For more information, visit www.ionmedia.com.

Forward-Looking Statements
This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to the safe harbor provisions created by that Act. In addition, forward-looking statements may be made orally in the future by or on behalf of the Company. Forward-looking statements can be identified by the use of terms such as "expects," "should," "may," "believes," "anticipates," "will," and other future tense and forward-looking terminology. There can be no assurance as to the actual results of the undertakings described herein. These forward-looking statements are made only as of the date of this report, and we undertake no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.

Media Contacts:
Lex Suvanto/Adam Miller
Abernathy MacGregor
212-371-5999
lex@abmac.com
alm@abmac.com