Exela Technologies, Inc. (“Exela” or the “Company”) (NASDAQ: XELA)
today announced the expiration and final results with respect to
the previously announced exchange offer (the “Exchange Offer”) that
certain of its subsidiaries (the “Issuers”) launched on June 8,
2023, as amended on June 16, 2023, June 30, 2023 and July 6, 2023,
to exchange the Issuers’ outstanding 11.500% First-Priority Senior
Secured Notes due 2026 (the “Old Notes”) for new 11.500%
First-Priority Senior Secured Notes due 2026 (the “New Notes”) and
a solicitation of consents to proposed amendments with respect to
the indenture governing the Old Notes (the “Consent Solicitation”).
As of 11:59 p.m., New York City time, on July 7,
2023 (the “Expiration Time”), according to information provided by
D.F. King & Co., Inc., approximately $1,271 million aggregate
principal amount, or approximately 98%, of the outstanding Old
Notes were validly tendered (and not validly withdrawn) pursuant to
the Exchange Offer. The Issuers settled the Exchange Offer on July
11, 2023, resulting in the issuance of approximately $1,017 million
aggregate principal amount of the New Notes to participating
holders in respect of validly tendered (and not validly withdrawn)
Old Notes, which is equivalent to $800 of the New Notes per $1,000
principal amount of the Old Notes validly tendered (and not validly
withdrawn). Approximately $24 million aggregate principal amount,
or approximately 2%, of the Old Notes remain outstanding following
the consummation of the Exchange Offer. All conditions to the
consummation of the Exchange Offer were satisfied or waived, and
the Issuers accepted for purchase all validly tendered (and not
validly withdrawn) Old Notes.
Substantially concurrent with the settlement of
the Exchange Offer, the Issuers also issued (i) approximately $3
million in New Notes to third parties in exchange for the Issuer’s
term loans maturing in July 2023 (the “2023 Term Loans”), (ii)
approximately $22 million in New Notes to certain affiliates of the
Issuers in exchange for the Issuers’ 10.000% First-Priority Senior
Notes due 2023 (“2023 Notes”) and 2023 Term Loans and (iii) $40
million in New Notes to certain affiliates of the Issuers in
satisfaction of amounts owed to such affiliates as a result of
prior cash payments made by such affiliates to or on behalf of the
Issuers. Upon completion of the transactions described above,
approximately $1,082 million aggregate principal amount of New
Notes were outstanding (or $768 million aggregate principal amount
if excluding New Notes held by affiliates of the Issuers).
The Exchange Offer and the Consent Solicitation
were made upon the terms and conditions set forth in the
confidential offering memorandum and consent solicitation
statement, dated June 8, 2023 (the “Original Offering Memorandum”),
as supplemented by Supplement No. 1, dated June 16, 2023 (the
“Offering Memorandum Supplement No. 1”), as further supplemented by
Supplement No. 2, dated June 30, 2023 (the “Offering Memorandum
Supplement No. 2”), as further supplemented by Supplement No. 3,
dated July 6, 2023 (the “Offering Memorandum Supplement No. 3”),
and the press releases, dated June 23, 2023 and June 30, 2023
(together with the Original Offering Memorandum, the Offering
Memorandum Supplement No. 1, the Offering Memorandum Supplement No.
2 and the Offering Memorandum Supplement No. 3, the “Offering
Memorandum”), relating to the Old Notes. Capitalized terms used but
not defined in this press release have the respective meanings
ascribed to such terms in the Offering Memorandum.
On July 11, 2023, the Issuer also repaid all of
its outstanding 2023 Notes and all of its outstanding 2023
Term Loans.
Cautionary Note Regarding
Forward-Looking Statements
Certain statements included in this press
release are not historical facts but are forward-looking statements
for purposes of the safe harbor provisions under the Private
Securities Litigation Reform Act of 1995, as amended.
Forward-looking statements generally are accompanied by words such
as “may”, “should”, “would”, “plan”, “intend”, “anticipate”,
“believe”, “estimate”, “predict”, “potential”, “seem”, “seek”,
“continue”, “future”, “will”, “expect”, “outlook” or other similar
words, phrases or expressions. These forward-looking statements
include statements regarding our industry, future events, estimated
or anticipated future results and benefits, future opportunities
for Exela, and other statements that are not historical facts.
These statements are based on the current expectations of Exela
management and are not predictions of actual performance. These
statements are subject to a number of risks and uncertainties,
including without limitation those discussed under the heading
"Risk Factors" in Exela's Annual Report on Form 10-K, Quarterly
Reports on Form 10-Q and other securities filings. In addition,
forward-looking statements provide Exela's expectations, plans or
forecasts of future events and views as of the date of this
communication. Exela anticipates that subsequent events and
developments will cause Exela's assessments to change. These
forward-looking statements should not be relied upon as
representing Exela's assessments as of any date subsequent to the
date of this press release.
About Exela
Exela is a business process automation (BPA)
leader, leveraging a global footprint and proprietary technology to
provide digital transformation solutions that improve efficiency,
quality, and productivity. With decades of experience operating
mission-critical processes, Exela serves a growing roster of more
than 4,000 customers throughout 50 countries, including over 60% of
the Fortune® 100. With foundational technologies spanning
information management, workflow automation, and integrated
communications, Exela’s software and services include
multi-industry solution suites addressing finance & accounting,
human capital management, facilities optimization, and legal
management, as well as industry-specific solutions for banking,
healthcare, insurance, and the public sector. Exela is a leader in
workflow automation, attended and unattended cognitive automation,
digital mailrooms, print communications, and payment processing,
with deployments across the globe. Through cloud-enabled platforms,
built on a configurable stack of automation modules, and
approximately 15,000 employees operating in 21 countries, Exela
rapidly deploys integrated technology and operations as an
end-to-end digital journey partner.
Investor and/or Media Contacts:
Vincent
KondaveetiE: vincent.kondaveeti@exelatech.com
Mary Beth BenjaminE: IR@exelatech.com
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