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Getty Images Preparing Chapter 11 Filing as Soon as Month’s End

By: Harvard Zhang, Geoff Burrows

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Getty Images is facing significant financial challenges, including a liquidity crunch and elevated leverage, following a failed merger with Shutterstock. The company plans to file for Chapter 11 bankruptcy by the end of the month and is seeking alternative financing from equityholders after missing interest payments on its notes due in 2027 and 2028. The merger was terminated due to regulatory conditions, leading Getty to explore capital structure alternatives with various advisors. Getty's financial difficulties are compounded by litigation payments and interest expenses, leaving the company with only $51.6 million in cash at the end of the second quarter.

Getty Images is preparing to file for chapter 11 as soon as the end of this month as the company faces a liquidity crunch, elevated leverage following a failed merger with Shutterstock as well as payment obligations tied to litigation, according to sources.

On Aug. 31, Getty announced it intended to use the 30-day grace period for interest payments due on Sept. 1 for its 9.75% notes due 2027 and 14% notes due 2028. In the disclosure, Getty noted it was seeking alternative financing from the company’s equityholders. Following the missed payments, Moody’s Ratings and S&P Global Ratings downgraded Getty to Caa3 and CCC, respectively.

On June 30, Getty disclosed its board of directors unanimously resolved to terminate its pending merger with Shutterstock after the U.K.’s Competition and Markets Authority conditioned its acceptance of the merger on the sale of Shutterstock’s editorial business.

Following the failed merger, Getty Images retained Simpson Thacher and Guggenheim to assist in exploring capital structure alternatives, as reported, while term loan creditors grouped with Gibson Dunn and Houlihan and unsecured noteholders began working with Akin Gump and Perella Weinberg.

On its second-quarter call held in August, Getty’s CEO Craig Peters noted after 18 months and over $100 million in professional fees, the company had decided against pursuing the merger further following regulatory pushback and uncertainty of execution.

The company burned $123 million in the quarter owing to warrant litigation payments and interest tied to the merger financing. The company ended the quarter with $51.6 million with cash on its balance sheet.

The company’s capital structure as of June 30 is below:
 

Getty, Simpson Thacher, Guggenheim, Gibson Dunn, Akin and Perella did not respond to requests for comment. Houlihan declined to comment.

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