8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported):   August 11, 2020

Frontier Communications Corporation

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

001-11001	06-0619596
(Commission File Number)	(IRS Employer Identification No.)
401 Merritt 7, Norwalk, Connecticut	06851
(Address of principal executive offices)	(Zip Code)

(203) 614-5600

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: None

Title of Each Class Trading Symbol Name of Each Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 Regulation FD Disclosure.

As previously disclosed, on April 14, 2020, Frontier Communications Corporation (the “Company”) and all of its direct and indirect subsidiaries (collectively with the Company, the “Debtors”) filed voluntary petitions under chapter 11 (the “Chapter 11 Cases”) of title 11 of the United States Code in the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”).

On July 28, 2020, the Bankruptcy Court entered an order appointing a mediator to the Chapter 11 Cases and assigning certain disputed matters to mediation (the “Mediation Order”). Pursuant to the Mediation Order, the Debtors must publicly disclose certain information (the “Cleansing Materials”).

The descriptions in this Form 8-K of the Cleansing Materials do not purport to be complete and are qualified in their entirety by reference to the complete Cleansing Materials attached as Exhibit 99.1 hereto.

The information being furnished in this Item 7.01 and in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.	Description of Exhibit
99.1	Cleansing Materials.
104	The cover page of Frontier Communications Corporation’s Current Report on Form 8-K dated August 11, 2020, formatted in inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	FRONTIER COMMUNICATIONS CORPORATION
Date: August 11, 2020	By:	/s/ Mark D. Nielsen_
	Name:	Mark D. Nielsen
	Title:	Executive Vice President, Chief Legal Officer and Chief Transaction Officer

EX-99.1

Exhibit 99.1

 Mediation Cleansing Statement  During the course of mediation, the Mediator instructed counsel to the First Lien Committee and counsel to the Debtors to confer with their clients on whether they would be willing to accept a resolution of outstanding disputed issues as part of a proposal that included a cash payment by the Debtors (to the Term Loan Lenders and First Lien Noteholders) of $57.5 million upon entry of the Settlement Order, with an additional $7.5 million payment from the Debtors to the Term Loan Lenders and First Lien Noteholders if emergence from chapter 11 does not occur by March 31, 2021 (the “Final Mediator Proposal”). In addition, the Second Lien Lenders would forego their claims to default interest and agree to support the Final Mediator Proposal in exchange for the First Lien Committee agreeing not to pursue turnover claims against the Second Lien Lenders under the Intercreditor Agreement.The Final Mediator Proposal also contemplates the Term Loan Lenders and First Lien Lenders waiving certain asserted claims and entitlements to resolve the outstanding disputed issues, in addition to voting to support the Plan.The Mediator encouraged the First Lien Committee and the Debtors to accept the Final Mediator Proposal. Following client discussions, counsel to the First Lien Committee and the Debtors communicated to the Mediator that they accepted the

Final Mediator Proposal (in the case of the First Lien Committee, this was based on discussions with the subset of members that became restricted to participate in the mediation). This agreement-in-principle remains subject to finalization and documentation. The Noteholder Groups did not accept the Final Mediator Proposal and instead offered the following counter proposal:$25 million consent fee payment to the Term Loan Lenders and First Lien Noteholders.Full resolution of all First Lien reinstatement, makewhole, non-pro rata paydown arguments/objections, including implementation via DIP to Exit.Term Loan Lenders and First Lien Noteholders will consent to Plan treatment and confirmation, but will have the right to pursue default interest from the estates in the chapter 11 cases.Term Loan Lenders’ and First Lien Noteholders’ rights to seek turnover from the Second Liens under the Intercreditor Agreement will be fully preserved and can be heard at confirmation or at a later date.Mediation concluded with the Debtors’ counsel, on behalf of the Debtors, and the First Lien Committee’s counsel, on behalf of certain designated representatives of the First Lien Committee, agreeing to the terms of the Final Mediator Proposal specified above. As of this filing, the Noteholder Groups have not agreed to the Final Mediator Proposal.  

XML

Document and Entity Information	Aug. 11, 2020
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 11, 2020
Entity Registrant Name	Frontier Communications Corporation
Entity Incorporation, State or Country Code	DE
Entity File Number	001-11001
Entity Tax Identification Number	06-0619596
Entity Address, Address Line One	401 Merritt 7
Entity Address, City or Town	Norwalk
Entity Address, State or Province	CT
Entity Address, Postal Zip Code	06851
City Area Code	203
Local Phone Number	614-5600
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0000020520