Exela Technologies, Inc. Announces Extension And Support From Over 80% Of Holders For Exchange Offer

Exela Technologies, Inc. announced that it has further extended the early tender time and has extended the expiration time, in each case, from 11:59 p.m., New York City time, on November 24, 2021 (the “Original Tender Time”) until 5:00 p.m., New York City time, on December 1, 2021 (the “Extended Tender Time”), with respect to the previously announced exchange offer (the “Exchange Offer”) by certain of its subsidiaries (the “Issuers”) for Old Notes as described in the Offering Memorandum and the Offering Memorandum Supplement No. 1 (each as defined below). The Exchange Offer continues in full force and effect, except additional protections will be added to the New Notes (as defined below) for the benefit of investors which are set forth in the Offering Memorandum Supplement No. 2 (as defined below) being distributed on November 26, 2021.

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As of the Original Tender Time, approximately $430.7 million, or 46.0%, of outstanding Old Notes were validly tendered for exchange pursuant to the Exchange Offer (excluding any Old Notes held by the Issuers or affiliates). In addition, certain holders of the Old Notes (“Supporting Holders”) who collectively hold approximately $350.6 million of outstanding Old Notes have agreed that they would tender for exchange all of their Old Notes. As a result, after taking into account the additional tenders by such Supporting Holders, the Issuers expect that approximately $781.3 million, or 83.5%, of outstanding Old Notes (excluding any Old Notes held by the Issuers or affiliates) will be tendered pursuant to the Exchange Offer and delivered pursuant to the Consent Solicitation, as applicable, which would allow the Issuers to effectuate the proposed amendments to the indenture governing the Old Notes and the Old Notes to, among others, eliminate substantially all of the restrictive covenants and certain events of default and to release all of the collateral securing the Old Notes.

Old Notes validly tendered and not validly withdrawn at or prior to the Extended Tender Time will still be eligible to receive $900 in cash per $1,000 principal amount of the Old Notes, up to the maximum amount of $225 million in cash (excluding accrued and unpaid interest). As the cash offer is already oversubscribed, Old Notes validly tendered and not validly withdrawn at or prior to the Extended Tender Time will be accepted for cash on a pro rata basis (as a single class). The remainder of Old Notes validly tendered and not validly withdrawn at or prior to the Extended Tender Time and not accepted for cash will be exchanged into the Issuers’ 11.500% First-Priority Senior Secured Notes due 2026 (the “New Notes”) on the basis of $1,000 principal amount of the New Notes for each $1,000 principal amount of outstanding Old Notes. The Company expects settlement for the Exchange Offer to occur promptly after the Extended Tender Time.

The deadline to validly withdraw tenders of the Old Notes has passed and has not been extended.

The Exchange Offer and the Consent Solicitation are being made upon the t******************* set forth in the confidential offering memorandum and consent solicitation statement, dated October 27, 2021 (the “Original Offering Memorandum”), as supplemented by Supplement No. 1, dated November 19, 2021 (the “Offering Memorandum Supplement No. 1”), as further supplemented by Supplement No. 2, dated November 26, 2021 (the “Offering Memorandum Supplement No. 2”), and the press releases, dated November 10, 2021 and November 19, 2021 (together with the Original Offering Memorandum, the Offering Memorandum Supplement No. 1 and the Offering Memorandum Supplement No. 2, 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.

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