Getty Images: enters restructuring support agreement for prepackaged chapter 11 plan

What happened Getty Images Holdings, Inc. reported that on Oct 12, 2026 it entered into a restructuring support agreement (RSA) with its majority shareholders, holders of its revolving loans, more than two-thirds of its term loans and senior secured notes, and more than two-thirds of its senior unsecured notes to implement a comprehensive recapitalization through a prepackaged chapter 11 plan of reorganization. The RSA was unanimously approved by the unconflicted members of the board following the recommendation of the independent special committee.

Key details

• The RSA contemplates an equity commitment of approximately $533,000,000 by the majority shareholders, inclusive of debtor-in-possession term loans to be provided by certain shareholders and approximately $100,000,000 of prepetition debt held by the majority shareholders that will convert into equity upon emergence.
• The RSA contemplates debtor-in-possession financing of up to $143,000,000 (consisting of $113,000,000 of term loans, of which $85,000,000 would be available upon interim court approval and $28,000,000 upon final approval, and $30,000,000 of delayed-draw term loans).
• The Restructuring Term Sheet contemplates retirement of the senior unsecured notes for an aggregate cash payment of approximately $170,212,922.50; conversion of the revolving loans into an amended and restated $150,000,000 revolving credit facility to be repaid and undrawn at emergence; and conversion or replacement of secured funded debt into new secured debt or equity as described in the RSA.
• All existing equity interests, including the common stock, will be cancelled under the contemplated plan and the majority shareholders would own 100% of the reorganized company upon emergence, subject to dilution by a management incentive plan. Milestones include commencing solicitation by Oct 21, 2026 and achieving a restructuring effective date within 75 calendar days after commencement of the chapter 11 cases (subject to certain extensions).

Why it may matter This Form 8-K reports Item 1.01 (entry into a material definitive agreement) relating to the RSA and Item 7.01 (Regulation FD disclosure) relating to the press release and cleansing material furnished with the filing. The filing does not show why the insider traded or why the company acted.