IRVING, Texas, November 26, 2021 (GLOBE NEWSWIRE) – Exela Technologies, Inc. (“Exela” or the “Company”) (NASDAQ: XELA) today announced that it has extended the appeal deadline for offers early and extended the expiration time, in each case, from 11:59 p.m. New York time on November 24, 2021 (the “Original Offer Time”) until 5:00 p.m. , New York time, December 1, 2021 (the “Filing Deadline Extension”), with respect to the previously announced Exchange Offer (the “Exchange Offer”) by certain of its affiliates ( the “Issuers”) for Old Notes, as described in the Offering Memorandum and Offering Memorandum No. 1 (each as defined below). The Exchange Offer remains in full force, except that additional protections will be added to the New Bonds (as defined below) for the benefit of investors which are set out in the Supplement to Offer Memorandum no.2 (tel. as defined below) distributed on November 26, 2021.
At the time of the initial offer, approximately $ 430.7 million, or 46.0%, of old notes in circulation had been validly tendered for exchange pursuant to the exchange offer (excluding old notes held by issuers or affiliates). In addition, certain holders of old notes (the “Supporting Holders”) who collectively hold approximately $ 350.6 million of old notes in circulation agreed that they would deposit to exchange all of their old notes. Therefore, after factoring in the additional offerings from these support holders, issuers expect approximately $ 781.3 million, or 83.5%, of old banknotes in circulation (at the Exclusion of Old Notes held by Issuers or Affiliates) will be deposited in accordance with the Exchange Offer and delivered in accordance with the Consent Solicitation, if any, which would allow Issuers to make the proposed changes to the Governing Deed old notes and old notes in order, among other things, to eliminate almost all of the restrictive covenants and certain events of default and to release all pledges securing the Old Notes.
Old Notes validly deposited and not validly withdrawn by the Extended Deposit Time at the latest will still be eligible to receive $ 900 in cash for every $ 1,000 in principal of the Old Notes, up to a maximum amount of $ 225 million in cash (excluding accrued and unpaid interest). Since the cash offer is already oversubscribed, Old Securities validly deposited and not validly withdrawn no later than the Extended Redemption Time will be accepted in cash on a pro rata basis (as a single class). The remainder of the Old Securities validly deposited and not validly withdrawn by the Extended Submission Time at the latest and not accepted in cash will be exchanged for the Senior Secured Securities of 11.500% First Priority maturing in 2026 (the “New Securities”) on on the basis of a principal of $ 1,000 of the new notes for each $ 1,000 of principal of the old notes in circulation. The Company expects that settlement of the Exchange Offer will occur promptly after the Extension of the Offer Period.
The deadline for validly withdrawing offers from the Old Notes has passed and has not been extended.
The Exchange Offer and the Solicitation of Consent are made under the terms and conditions set out in the confidential offering memorandum and the solicitation of consent statement, dated October 27, 2021 (the “Initial Offer Memorandum”), as completed by Supplement n ° 1, dated November 19, 2021 (the “supplement to offering memorandum n ° 1”), as supplemented by supplement n ° 2 of November 26, 2021 (the “supplement to the offering n ° 2 ”), and the press releases, dated November 10, 2021 and November 19, 2021 (as well as the initial offering memorandum, the supplement to the offering memorandum n ° 1 and the supplement offering memorandum no. 2, the “offering memorandum”), relating to the old banknotes. Capitalized terms used but not defined in this press release have the respective meanings assigned to those terms in the offering memorandum.
Available documents and other details
The documents relating to the Exchange Offer and the Consent Solicitation are available for certain holders of Old Notes. The Offer Memorandum will only be distributed to eligible holders of the Old Securities who complete and return an eligibility form confirming that they are either a “qualified institutional buyer” under Rule 144A of the Securities Act of 1933, as whether or not amended (the “Securities Act”) to a “US person” under Regulation S of the Securities Act for the purposes of applicable securities laws. Holders of Old Titles who wish to complete an eligibility form should either visit the website for this purpose at http://www.dfking.com/exela, or request instructions by sending an email to firstname.lastname@example.org or by calling DF King & Co., Inc., the information agent for the Exchange Offer and Consent Solicitation, at (888) 644-6071 (toll free in the United States ) or at (212) 269-5550 (collection). Holders of the Old Notes may also obtain a copy of the Initial Offering Memorandum, the Supplement to Offering Memorandum # 1, and the Supplement to Offering Memorandum # 2 from DF King & Co., Inc. .
The New Bonds will not be registered under the Securities Act or any other applicable securities law and, unless so registered, the New Bonds may not be offered, sold, pledged or otherwise transferred. in the United States or in or on behalf of a United States state. person, except under an exemption from the registration requirements of that person. Accordingly, New Notes are only offered and issued to (i) persons reasonably considered to be “qualified institutional buyers” (as defined in Rule 144A of the Securities Act) and (ii) to non-US persons who are located outside of the United States. States (as defined in Regulation S under the Securities Act). Non-U.S. Individuals may also be subject to additional eligibility criteria.
The full terms and conditions of the exchange offer and the solicitation of consents are set out in the offering memorandum. This press release is for informational purposes only and does not constitute an offer to buy or a solicitation of an offer to sell the New Bonds. The Exchange Offer is only made pursuant to the Offer Memorandum. The exchange offer is not made to holders of any jurisdiction in which the realization or acceptance thereof would not comply with securities laws, blue sky or other laws of that jurisdiction. jurisdiction.
Caution regarding forward-looking statements
Certain statements included in this press release are not historical facts but are forward-looking statements for the purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995, as amended. Forward-looking statements are usually accompanied by words such as “may”, “should”, “should”, “plan”, “intend”, “anticipate”, “believe”, “estimate”, “predict”, “D,“ seem ”,“ seek ”,“ continue ”,“ the future ”,“ will ”,“ expect ”,“ prospects ”or other similar words, phrases or expressions. These forward-looking statements include statements about 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, but not limited to, those discussed under “Risk Factors” in Exela’s annual report on Form 10-K, reports quarterly on Form 10-Q and other securities deposits. In addition, forward-looking statements provide Exela’s expectations, plans or forecasts regarding future events and opinions as of the date of this communication. Exela anticipates that subsequent events and developments will cause Exela’s valuations to change. These forward-looking statements should not be taken as representing Exela’s valuations as of a date subsequent to the date of this press release.
Exela is a leader in Business Process Automation (BPA), leveraging a global footprint and proprietary technology to deliver digital transformation solutions that improve quality, productivity and the end-user experience. . With decades of experience operating mission-critical processes, Exela serves a growing list of over 4,000 clients in 50 countries, including over 60% of the Fortune® 100. Using core technologies spanning information management , workflow automation and integrated communications, software and services include multisector and departmental solution suites dealing with finance and accounting, human capital management and legal management, as well as industry-specific solutions for banking, healthcare, insurance and the public sector. With cloud-enabled platforms, built on a configurable stack of automation modules, and more than 17,500 employees operating in 23 countries, Exela is rapidly deploying integrated technology and operations as a digital travel partner of end to end.
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Marie Beth Benjamin