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Published on 8/11/2023 in the Prospect News Distressed Debt Daily.

Diebold Nixdorf emerges from Chapter 11 bankruptcy

By Sarah Lizee

Olympia, Wash., Aug. 11 – Diebold Nixdorf, Inc. has emerged from Chapter 11 bankruptcy, according to a notice filed Friday with the U.S. Bankruptcy Court for the Southern District of Texas.

As previously reported, the company said it completed its financial restructuring on Wednesday and has also received notice that new shares have been approved for listing on the New York Stock Exchange.

Diebold Nixdorf anticipates shareholders can trade its newly issued common stock on Monday at the market open under the symbol “DBD.”

As previously reported, the company’s pre-packaged Chapter 11 plan was confirmed on July 13 by the bankruptcy court.

Plan terms

As a reminder, the company entered into a restructuring support agreement with some of its key financial stakeholders prior to filing bankruptcy.

The RSA was entered into with creditors holding 80.4% of the company’s super-priority credit facility, 79% of a first-lien term loan, 78% of its first-lien notes and 58.3% of its second-lien notes.

Dutch issuer Diebold Nixdorf Dutch Holding BV also filed a scheme of arrangement and started a Chapter 15 case in the United States to gain recognition of those proceedings.

The restructuring includes a $1.25 billion debtor-in-possession-to-exit term loan credit facility from existing first-lien lenders. The facility consists of $517 million in new money and a $733 million rollup of existing secured debt.

The $1.25 billion amount is divided into two tranches. Tranche B-1 consists of a $760 million term loan that will be used to refinance the company’s 2026 ABL facility and a first-in, last-out facility while also providing $517 million of new liquidity to the company. Tranche B-2 consists of a $490 million term loan that will be used to refinance a 2025 super-priority term loan facility.

The DIP facility is converting to an exit facility with no additional fees, costs or premiums payable by the debtors.

There is a backstop premium of 13.5% of new common stock, subject to dilution on account of a new management incentive plan (MIP). There is also an upfront premium of 6.5% of the new common stock and an additional premium of 7% of the new common stock, both subject to dilution.

Holders of the company’s first-lien term loan or first-lien notes that wished to become a lender under the DIP facility and that executed the RSA prior to 11:59 p.m. ET on June 2 will be eligible to receive a participation premium of their pro rata portion of 10% of the new common shares of the company that will be available for distribution to creditors under the plan.

According to the joint Chapter 11 plan and disclosure statement filed for both the U.S. debtors and Dutch entities, administrative claims, priority tax claims, other priority claims and other secured claims will be paid in full in cash or otherwise left unimpaired by the plan.

All general unsecured claims will be reinstated and paid in the ordinary course.

Holders of first-lien claims will receive their pro rata share of 98% of new common stock, subject to dilution on account of the premiums and MIP. This is expected to result in a recovery of 33.3% to 43.5%.

Holders of second-lien note claims will receive their pro rata share of 2% of the new common stock, subject to dilution on account of the premiums and MIP.

Holders of 2024 unsecured note claims will receive their pro rata share of an amount of cash that would provide holders with the same percentage recovery on their claims that second-lien note claimholders are receiving, which is expected to be around 4.1% to 5.4%.

Existing equity will be canceled.

For claims against the Dutch scheme parties, the projected recovery for class 1 first-lien claims is the same as under the U.S. plan class 5 claims. Holders of class 2 2023 stub first-lien term loan claims, class 3 second-lien note claims and class 4 2024 stub unsecured note claims will receive no additional recovery under the Dutch plan but are entitled to the recoveries in classes 5, 6 and 7 above, respectively.

Diebold Nixdorf is a Hudson, Ohio-based financial and retail technology company. The company filed bankruptcy on June 1 under Chapter 11 case number 23-90602.


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