SUPERMEDIA INC. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2012-12-21: Form 8-K; Period of report 2012-12-20; Description 8.01 Other Events; Details 8.01.
- 2012-12-06: Form 8-K; Period of report 2012-12-05; Description 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events; Details 1.01.
- 2012-12-06: Form 8-K; Period of report 2012-12-05; Description 8.01 Other Events; Details 8.01.
- 2012-10-30: Form 8-K; Period of report 2012-10-30; Description 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure; 8.01 Other Events; Details 2.02.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2012-12-21 | 8-K | 2012-12-20 | 8.01 Other Events | 8.01 On December 20, 2012, SuperMedia Inc. (“SuperMedia”) received signature pages to the Support and Limited Waiver Agreement (the “SuperMedia Support Agreement”), dated as of December 5, 2012, by and among SuperMedia, certain of its subsidiaries, JP Morgan Chase Bank, N.A and certain of the lenders under its senior secured credit facility (the “SuperMedia Credit Facility”) from sufficient lenders such that more than half in number (but not all) of the holders, and more than two-thirds in amount, of the debt issued under the SuperMedia Credit Facility have become parties to the SuperMedia Support Agreement. | a12-30010_18k.htm |
| 2012-12-06 | 8-K | 2012-12-05 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 On December 5, 2012, SuperMedia Inc., a Delaware corporation (“SuperMedia”), Dex One Corporation, a Delaware corporation (“Dex”), Newdex, Inc., a Delaware corporation and a direct wholly owned subsidiary of Dex (“Newco”), and Spruce Acquisition Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of Newco (“Merger Sub”), entered into an Amended and Restated Agreement and Plan of Merger (the “Merger Agreement”), providing for the business combination of SuperMedia and Dex. 8.01 On December 6, 2012, SuperMedia and Dex issued a joint press release announcing that they had entered into the Merger Agreement and the Support Agreement. | a12-28711_18k.htm |
| 2012-12-06 | 8-K | 2012-12-05 | 8.01 Other Events | 8.01 The Registrant is filing this Form 8-K to disclose the impact of the adoption of a new accounting standard (ASU No. 2011-05, as amended by ASU No. 2011-12) on its historical financial statements in the Registrant’s most recent Annual Report on Form 10-K. ASU No. 2011-05, which the Registrant adopted January 1, 2012, requires, among other things, that the Registrant retrospectively report additional information related to the presentation of total comprehensive income, namely net income, the components of other comprehensive income, total other comprehensive income, and total comprehensive income on the face of the financial statements, either in a single continuous statement of comprehensive income or in two separate but consecutive statements. | a12-28691_18k.htm |
| 2012-10-30 | 8-K | 2012-10-30 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure; 8.01 Other Events | 2.02 On October 30, 2012, SuperMedia Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended September 30, 2012. 7.01 The Company is furnishing herewith additional information in conjunction with the October 30, 2012 press release. 8.01 On August 20, 2012, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) providing for the merger (the “Merger”) between the Company and Dex One Corporation, a Delaware corporation (“Dex One”). | a12-25248_18k.htm |
| 2012-09-18 | 8-K | 2012-09-18 | 8.01 Other Events | 8.01 On September 18, 2012, certain members of management of SuperMedia Inc. (the “Company”) and Dex One Corporation (“Dex One”) and representatives of their respective financial advisors conducted a meeting for the benefit of a steering committee of the Dex Media East, Inc., Dex Media West, Inc., R.H. Donnelley Inc. and SuperMedia Inc. (collectively, the “Borrowers”) senior secured lenders to discuss the proposed merger transactions previously announced by the Company and Dex One on August 21, 2012, including the terms of the proposed amendments to the Borrowers’ existing credit facilities. | a12-21459_18k.htm |
| 2012-08-23 | 8-K/A | 2012-08-20 | 1.01 Entry into a Material Definitive Agreement | 1.01 This amendment on Form 8-K/A (this “Amendment”) amends the Current Report on Form 8-K of SuperMedia Inc. that was initially filed with the Securities and Exchange Commission (the “SEC”) on August 21, 2012 (the “Original 8-K”). | a12-18892_18ka.htm |
| 2012-08-21 | 8-K | 2012-08-20 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 On August 20, 2012, SuperMedia Inc., a Delaware corporation (“SuperMedia”), Dex One Corporation, a Delaware corporation (“Dex”), Newdex, Inc., a Delaware corporation and a direct wholly owned subsidiary of Dex (“Newco”) and Spruce Acquisition Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of Newco (“Merger Sub”), entered into an Agreement and Plan of Merger (the “Merger Agreement”), providing for a “merger of equals” business combination of SuperMedia and Dex. 8.01 On August 21 2012, SuperMedia and Dex issued a joint press release announcing that they had entered into the Merger Agreement. | a12-18719_18k.htm |
| 2012-07-27 | 8-K | 2012-07-27 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On July 27, 2012, SuperMedia Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended June 30, 2012. 7.01 The Company is furnishing herewith additional information in conjunction with the July 27, 2012 press release. | a12-17058_18k.htm |
| 2012-06-29 | 8-K | 2012-06-25 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On June 25, 2012, the Employee Benefits Committee (the “Committee”) of SuperMedia Inc. (the “Company”), pursuant to, and in accordance with, the recommendation of the Board of Directors of the Company (the “Board”), approved certain amendments to the employee health and welfare plans, including the SuperMedia Management and Non-Union Hourly Plan for Group Insurance (the “Plan”), in which Messrs. | a12-15483_18k.htm |
| 2012-05-24 | 8-K | 2012-05-23 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 (a) SuperMedia Inc. (the “Company”) held its annual meeting of stockholders on May 23, 2012. | a12-12936_18k.htm |
| 2012-05-15 | 8-K | 2012-05-14 | 7.01 Regulation FD Disclosure | 7.01 As previously announced, on May 9, 2012, SuperMedia Inc. (the “Company”) commenced an offer to make prepayments of term loans at a rate of 55% to 59% of par, under the terms and conditions of the Company’s senior secured credit facility. | a12-12202_18k.htm |
| 2012-05-09 | 8-K | 2012-05-09 | 7.01 Regulation FD Disclosure | 7.01 As previously announced, on November 8, 2011, SuperMedia Inc. (the “Company”) entered into the Second Amendment (the “Amendment”) to the Loan Agreement (as amended, the “Loan Agreement”), dated as of December 31, 2009, by and among the Company, lenders from time to time party thereto and JPMorgan Chase Bank, N.A., as collateral agent and administrative agent for the lenders. | a12-11719_18k.htm |
| 2012-05-08 | 8-K | 2012-05-08 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On May 8, 2012, SuperMedia Inc. (the “Company”) issued a press release announcing its financial results for the three months ended March 31, 2012. 7.01 The Company is furnishing herewith additional information in conjunction with the May 8, 2012 earnings release. | a12-11451_18k.htm |
| 2012-04-05 | 8-K | 2012-03-31 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 As previously announced, Ms. Georgia Scaife, former Executive Vice President — Human Resources and Employee Administration of SuperMedia Inc. (the “Company”) retired from the Company effective March 31, 2012. | a12-9057_18k.htm |
| 2012-03-21 | 8-K | 2012-03-15 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On March 15, 2012, the Compensation Committee (the “Committee”) of the Board of Directors of SuperMedia Inc. (the “Company”) approved an award of special bonuses to two of the Company’s executive officers in recognition of their significant contributions during 2011. | a12-7415_18k.htm |
| 2012-03-01 | 8-K | 2012-02-29 | 7.01 Regulation FD Disclosure | 7.01 As previously announced, on February 23, 2012, SuperMedia Inc. (the “Company”) commenced an offer to make prepayments of term loans at a rate of 48% to 53% of par, under the terms and conditions of the Company’s senior secured credit facility. | a12-6271_18k.htm |
| 2012-02-23 | 8-K | 2012-02-23 | 7.01 Regulation FD Disclosure | 7.01 As previously announced, on November 8, 2011, SuperMedia Inc. (the “Company”) entered into the Second Amendment (the “Amendment”) to the Loan Agreement (as amended, the “Loan Agreement”), dated as of December 31, 2009, by and among the Company, lenders from time to time party thereto and JPMorgan Chase Bank, N.A., as collateral agent and administrative agent for the lenders. | a12-5686_18k.htm |
| 2012-02-22 | 8-K | 2012-02-15 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On February 15, 2012, the Compensation Committee (the “Committee”) of the Board of Directors of SuperMedia Inc. (the “Company”) established the performance objectives and other terms of the Company’s 2012 Short Term Incentive Plan (the “2012 STI Plan”) pursuant to the Company’s 2009 Long Term Incentive Plan (the “LTIP”). | a12-5650_18k.htm |
| 2012-02-22 | 8-K | 2012-02-22 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On February 22, 2012, SuperMedia Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2011. 7.01 The Company is furnishing herewith additional information in conjunction with the February 22, 2012 earnings release. | a12-5396_18k.htm |
| 2012-01-20 | 8-K | 2012-01-20 | 7.01 Regulation FD Disclosure | 7.01 As previously disclosed, on March 31, 2009 (the “Petition Date”), SuperMedia Inc., formerly known as Idearc Inc., (the “Company”) and all of its domestic subsidiaries (collectively with the Company, the “Debtors”) filed voluntary petitions in the United States Bankruptcy Court for the Northern District of Texas, Dallas Division (the “Bankruptcy Court”) seeking reorganization relief under the provisions of Chapter 11 of Title 11 of the United States Code. | a12-3051_18k.htm |