ION Commences Voluntary Chapter 11 Process with Lender Support and DIP Financing
April 12 2022 - 8:30PM
ION Geophysical Corporation (NYSE: IO) and certain affiliates
(“ION” or the “Company”) today announced that, after evaluating a
variety of strategic alternatives, it has filed for voluntary
Chapter 11 relief in the U.S. Bankruptcy Court for the Southern
District of Texas, Houston Division (the “Bankruptcy Court”) as it
explores a value-maximizing transaction that will strengthen the
Company’s balance sheet and position ION for sustained future
success. In connection with the Chapter 11 filing, ION entered into
a Restructuring Support Agreement (the “RSA”) with the lenders
under its Credit Agreement and holders of approximately 80% of its
2025 Notes, whereby the parties agreed to support the Company’s
Chapter 11 plan of reorganization (the “Plan”).
The Company and the consenting creditors that
are parties to the RSA have agreed to the terms of a comprehensive
restructuring, including the Plan premised on (i) a debt-for-equity
exchange paired with the potential sale of certain assets to one or
more third parties or (ii) a sale of substantially all of its
assets. Under the terms of the RSA, ION will continue its ongoing
solicitation of interest from third parties in potential sale
transactions involving the Company designed to maximize the value
of the Company’s assets through an open and transparent process
that enables interested buyers to submit bids for assets.
The Company has also secured $2.5 million in
debtor-in-possession financing that, along with normal operating
cash flows, should support operations during the process.
Therefore, ION expects to continue delivering excellent service
quality with little to no expected disruption to clients.
The Company has filed a number of customary
motions with the Bankruptcy Court seeking authority to continue
operations in the ordinary course, including, but not limited to,
paying employees and continuing existing benefit programs without
interruption and meeting go-forward commitments to customers,
suppliers, employees, and other stakeholders. These motions are
typical in the Chapter 11 process and ION anticipates that they
will be heard and approved in the first few days of the Chapter 11
case.
Additional information about ION’s Chapter 11
case can be found at https://dm.epiq11.com/IONGeo or by calling
ION’s claims agent at (855) 604-1746 (toll-free in the U.S. or
Canada) or (503) 597-7702 (for parties outside the U.S.) or by
sending an email to: iongeoinfo@epiqglobal.com. Please also refer
to the Company’s form 8-K that will be filed with the SEC.
ION is advised in this matter by Winston &
Strawn, LLP, Perella Weinberg Partners L.P. (together with its
corporate advisory affiliates including Tudor Pickering Holt &
Co.), and FTI Consulting, Inc.
About ION
Leveraging innovative technologies, ION delivers
powerful data-driven decision-making to offshore energy and
maritime operations markets, enabling clients to optimize
investments and results through access to our data, software and
distinctive analytics. Learn more at iongeo.com.
The information herein contains certain
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange
Act of 1934. These forward-looking statements may include
information and other statements that are not of historical fact.
Actual results may vary materially from those described in these
forward-looking statements. All forward-looking statements reflect
numerous assumptions and involve a number of risks and
uncertainties. These risks and uncertainties include the Company’s
ability to consummate the Restructuring Transactions; the Company’s
ability to obtain Bankruptcy Court approval with respect to motions
or other requests made to the Bankruptcy Court; the ability of the
Company to confirm and consummate the Plan; the Company’s ability
to comply with the milestones set forth in the Restructuring
Support Agreement; the effects of the Chapter 11 Cases on the
Company’s liquidity or results of operations or business prospects;
the effects of the Chapter 11 Cases on the Company’s business and
the interests of various constituents; the length of time that the
Company will operate under Chapter 11 protection; risks associated
with third-party motions in the Chapter 11 Cases; increased levels
of employee attrition during the Chapter 11 Cases; the risks
associated with the timing and development of ION Geophysical
Corporation’s products and services; pricing pressure; decreased
demand; changes in oil prices; agreements made or adhered to by
members of OPEC and other oil producing countries to maintain
production levels; the COVID-19 pandemic; the ultimate benefits of
our completed restructuring transactions; political, execution,
regulatory, and currency risks; the outcome or changes, if any, of
our consideration of various strategic alternatives; and the impact
to our liquidity in the current uncertain macroeconomic
environment, including the war in Ukraine. For additional
information regarding these various risks and uncertainties, see
our Form 10-K for the year ended December 31, 2020, filed on
February 12, 2021, and our Forms 10-Q for the quarters ended March
31, 2021, June 30, 2021, and September 30, 2021, filed on May 6,
2021, August 12, 2021, and November 3, 2021, respectively.
Additional risk factors, which could affect actual results, are
disclosed by the Company in its filings with the Securities and
Exchange Commission (SEC), including its Form 10-K, Form 10-Qs and
Form 8-Ks filed during the year. The Company expressly disclaims
any obligation to revise or update any forward-looking
statements.
Contacts
ION (Investor relations)
Executive Vice President and Chief Financial Officer
Mike Morrison, +1 281.933.3339
mike.morrison@iongeo.com
Vice President, Investor Relations
Sharon Wang-Stockton, +1 281.933.3339
sharon.wang-stockton@iongeo.com
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