Market Overview

Vertis Communications Announces Continued Momentum in Chapter 11 Case and Sale Process

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BALTIMORE--(BUSINESS WIRE)--

Vertis Holdings, Inc. (“Vertis”) today achieved the next key milestones in its Chapter 11 case and sale process by obtaining the Bankruptcy Court's approval of the procedures through which it will evaluate any competing offers for its businesses to ensure it receives the highest and best offer. The Court also issued final orders giving the Company access to $150 million in new financing obtained in conjunction with the filing as well as the authority to maintain its client programs, pay employees' wages and benefits and otherwise operate its business as usual. These motions had been approved on an interim basis on October 12, 2012.

“We are very pleased with the continued momentum of our Chapter 11 case, which has given us all of the tools we need to provide our clients with consistently high levels of quality and service – and meet all of our delivery deadlines – as we work to achieve our financial and operational objectives,” said Gerald Sokol, Jr., Chief Executive Officer. “We are confident we are on the right path and look forward to efficiently completing these next key milestones to establish continuity, financial stability and continued business investment for our clients and employees.”

Vertis previously announced on October 10, 2012, that it had signed an agreement with Quad/Graphics through which Quad/Graphics will acquire substantially all of the assets comprising Vertis' businesses for $258.5 million, which includes the payment of approximately $88.5 million for current assets that are in excess of normalized working capital requirements. Vertis simultaneously filed voluntary petitions for Chapter 11 relief to complete the sale as efficiently as possible while maintaining continuity for its clients and employees. As part of the sale through the Chapter 11 case, Vertis and its advisors will evaluate any competing bids that may be submitted in order to ensure it receives the highest and best offer. The procedures approved today by the Bankruptcy Court require any competing bidders to submit their offers in accordance with the approved procedures by November 23, 2012, in order to be considered.

Vertis has the support of its lenders with respect to the sale to Quad/Graphics and currently anticipates the transaction will be approved by the Bankruptcy Court during the fourth quarter of 2012 and close in the first quarter of 2013, pending the receipt of customary regulatory approvals. Vertis and Quad/Graphics will continue to operate separately and independently until regulatory approval is received and the sale closes.

Clients and suppliers can access additional information about Vertis' Chapter 11 filing on its dedicated website, www.VertisRestructuring.com. Suppliers also may contact the Company's supplier support center at (866) 927-7076 or SupplierSupport@vertisinc.com.

Vertis is advised in this transaction by Perella Weinberg Partners, Alvarez & Marsal, and Cadwalader, Wickersham & Taft LLP.

About Vertis Communications

Vertis Communications is a results-driven marketing communications company that delivers inventive advertising, direct marketing and interactive solutions to prominent brands across North America. Our deep industry knowledge and extensive range of offerings—including integrated data solutions, digital program management systems, creative services, world-class print and mail production, logistics, out-of-home and business process outsourcing—are used to deliver superior program performance that drives bottom line results for our clients. With 100 strategically positioned locations and more than 5,000 dedicated professionals, we deliver impeccable quality and fast turn-around to any market. For more information, visit www.vertisinc.com.

This press release may contain forward-looking statements. The words “believes”, “anticipates”, “expects”, “estimates”, “plans”, “intends”, and similar expressions are intended to identify forward-looking statements. All forward-looking statements are subject to a number of risks and uncertainties that could cause actual results to differ materially from projected results. Factors that may cause these differences include fluctuations in the cost of raw materials we use, changes in the advertising, marketing and information services markets, the financial condition of our customers, actions by our competitors, changes in the legal or regulatory environment, general economic and business conditions in the U.S. and other countries, and changes in interest and foreign currency exchange rates.

Consequently, you should consider any such forward-looking statements only as our current plans, estimates, and beliefs. Even if those plans, estimates, or beliefs change because of future events or circumstances, we decline any obligation to publicly update or revise any such forward-looking statements.

FTI Consulting
Shannon Stucky, 212-850-5755
shannon.stucky@fticonsulting.com

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