May 15, 2023

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Venator Materials PLC, a global manufacturer and marketer of chemical products, has announced its agreement with the majority of its lenders and noteholders on a comprehensive recapitalization plan. This agreement will enable the Company to equitize nearly all of its funded debt, strengthen its balance sheet, and facilitate an infusion of new capital. The announcement comes after the Company experienced significant economic headwinds, including a significant reduction in product demand and higher raw material and energy costs in the second half of 2022.

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Chapter 11 Prepackaged Plan

The recapitalization will be implemented through a prepackaged Chapter 11 process in the United States, and it will be financed by a debtor-in-possession (DIP) financing facility. The DIP financing includes a commitment for $275 million in new-money financing from the Company's supporting creditors. The financing, together with cash on hand and cash generated from ongoing operations, is expected to provide substantial liquidity to support Venator throughout the recapitalization process and beyond. Venator expects to complete its Chapter 11 process within approximately two months.

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Business as Usual

Venator's businesses are expected to continue to operate as normal for the duration of the process, and the Company expects to continue paying wages and benefits to its global workforce and all trade partners in the ordinary course. Throughout the court-supervised Chapter 11 process, Venator will remain in possession and control of its assets, retain its existing management team and board of directors, and gain access to the array of tools available under Chapter 11 to position the Company for long-term sustainable growth.

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Positive Response

Simon Turner, President and Chief Executive Officer of Venator, expressed his satisfaction with the agreement reached with the Company's lenders on a recapitalization plan, which will significantly reduce Venator's debt burden and place the Company on a sound financial footing. He added that the agreement will enable the Company to deliver on its strategy and capitalize on future growth opportunities.

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Assistance by Moelis & Company and Kirkland & Ellis

Venator is being assisted by Moelis & Company and Kirkland & Ellis as respective financial and legal advisors, in addition to Alvarez & Marsal as operational advisor. The Company has asked the Court for authority to employ Epiq Corporate Restructuring, LLC as claims, noticing, and solicitation agent.

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Delisting of Shares

Venator expects to be delisted by the New York Stock Exchange in accordance with its rules. However, the Company's common shares will continue to trade in the over-the-counter marketplace throughout the duration of the Chapter 11 process. The shares are proposed to be cancelled as part of Venator's restructuring.

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Members of LevelFields received the alert of this event on May 15, 6:05 AM ET

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