Exela Technologies, Inc. Announces Satisfaction of the Requisite Consents Condition and Extension of Early Tender Time
2023年6月23日 - 9:30PM
Exela Technologies, Inc. (“Exela” or the “Company”) (NASDAQ:
XELA, XELAP) today announced that it has extended the early tender
time from 5:00 p.m., New York City time, on June 22, 2023 (the
“Original Early Tender Time”) until 5:00 p.m., New York City
time, on June 29, 2023 (the “Extended Early Tender Time”), with
respect to the previously announced exchange offer (the “Exchange
Offer”) by certain of its subsidiaries for Old Notes as described
in the Offering Memorandum (as defined below).
As of the Original Early Tender Time,
approximately $955.5 million of outstanding Old Notes were tendered
for exchange pursuant to the Exchange Offer and the Requisite
Consents condition had been satisfied.
The Company expects the Initial Settlement Date
for the Exchange Offer to occur promptly after the Extended Early
Tender Time. Upon settlement, Old Notes validly tendered at or
prior to the Extended Early Tender Time and not validly withdrawn
in accordance with the terms of the Exchange Offer will be
exchanged into the Issuers’ new 11.500% First-Priority Senior
Secured Notes due 2026 (the “New Notes”) on the basis of $800
principal amount of the New Notes for each $1,000 principal amount
of outstanding Old Notes.
The deadline to validly withdraw tenders of the
Old Notes was not extended and expired at 5:00 p.m., New
York City time, on June 22, 2023 (the “Withdrawal
Deadline”). The Exchange Offer and the Consent Solicitation will
expire at 11:59 p.m. New York City Time on July 7, 2023, unless
extended or terminated.
The Exchange Offer and the Consent Solicitation
are being made upon the terms and conditions set forth in the
confidential offering memorandum and consent solicitation
statement, dated June 8, 2023 (as supplemented on June 16,
2023, the “Offering Memorandum”). Capitalized terms used but not
defined in this press release have the respective meanings ascribed
to such terms in the Offering Memorandum.
Available Documents and Other Details
Documents relating to the Exchange Offer and the
Consent Solicitation are available to certain holders of the Old
Notes. The Offering Memorandum will only be distributed to eligible
holders of the Old Notes who complete and return an eligibility
form confirming that they are either a “qualified institutional
buyer” under Rule 144A under the Securities Act of 1933, as
amended (the “Securities Act”) or not a “U.S. person” under
Regulation S under the Securities Act for purposes of applicable
securities laws. Holders of the Old Notes who desire 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 e-mail to exela@dfking.com or calling D. F.
King & Co., Inc., the information agent for the
Exchange Offer and the Consent Solicitation, at (800) 290-6432
(U.S. Toll-free) or (212) 269-5550 (Collect).
The New Notes will not be registered under
the Securities Act or any other applicable securities laws and,
unless so registered, the New Notes may not be offered, sold,
pledged or otherwise transferred within the United States or to or
for the account of any U.S. person, except pursuant to an exemption
from the registration requirements thereof. Accordingly, the New
Notes are being offered and issued only (i) to persons
reasonably believed to be “qualified institutional buyers” (as
defined in Rule 144A under the Securities Act) and
(ii) to non-U.S. persons who are outside the United States (as
defined in Regulation S under the Securities Act). Non U.S.-persons
may also be subject to additional eligibility criteria.
The complete terms and conditions of the
Exchange Offer and the Consent Solicitation are set forth in the
Offering Memorandum. This press release is for informational
purposes only and is neither an offer to purchase nor a
solicitation of an offer to sell the New Notes. The Exchange Offer
is only being made pursuant to the Offering Memorandum. The
Exchange Offer is not being made to holders in any jurisdiction in
which the making or acceptance thereof would not be in compliance
with the securities, blue sky or other laws of such
jurisdiction.
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. 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
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 enhancing quality,
productivity, and end-user experience.
Investor and/or Media
Contacts:Vincent
KondaveetiE: vincent.kondaveeti@exelatech.com
Mary Beth BenjaminE: IR@exelatech.com
Exela Technologies (NASDAQ:XELAP)
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Exela Technologies (NASDAQ:XELAP)
過去 株価チャート
から 6 2023 まで 6 2024