Exela starts cash tender offer and possible exchange for notes, loans

Chicago, Oct. 28 – Exela Technologies, Inc. has started a $225 million cash tender offer for any and all of its outstanding senior secured term loans and notes, according to a source.

The notes in the offer are the 10% first-priority secured notes due 2023 issued by Exela Intermediate LLC and Exela Finance Inc. The outstanding term loans were issued under a first-lien credit agreement on July 12, 2017, and subsequently amended.

Holders and lenders who tender their notes and loans will receive $900 in cash per $1,000 face amount of the debt.

The offer is subject to proration.

The balance of any tendered loans and notes not accepted for cash will be subject to an exchange. They will be automatically changed into new notes with the current issuers of the existing notes with an 11½% coupon and a July 15, 2026 maturity date. The maturity date could shift to July 12, 2023, however, if any existing loans or notes are still outstanding after the offer.

Any such exchange will be $1,000 of new notes for $1,000 of outstanding loans or notes.

Ranking for the notes will be first priority, sharing the collateral on an equal and ratable basis with any existing loans and notes that remain outstanding.

The early tender time is 5 p.m. ET on Nov. 9, which is also the withdrawal deadline. This is also the final deadline for the cash offer. Participants after the early deadline are only eligible for the exchange and will only receive $950 per $1,000 principal amount after the deadline.

Interest will also be paid to the settlement date on tendered old instruments.

Consents are also being solicited with the offer.

If more than half of the holders and lenders participate, the provisions containing the restrictive covenants and events of default for the old notes and/or the old term loans will be eliminated.

If more than two-thirds of noteholders participate, the collateral for the old notes will be released.

Holders who participate in the offer are deemed to have given consent.

The offer will expire at 11:59 p.m. ET on Nov. 24.

D.F. King & Co., Inc is the information and tender agent for the offer (888 644-6071, 212 269-5550, exela@dfking.com, http://www.dfking.com/exela).

Exela in an Irving, Tex.-based business process automation company.

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