LivePerson Announces Deleveraging Transaction

Core Viewpoint - LivePerson has entered into an agreement to exchange $341.1 million of its outstanding 2026 Convertible Senior Notes for a combination of cash, new secured notes, and equity, aiming to deleverage its balance sheet and enhance shareholder value [1][2]. Group 1: Exchange Details - The exchange involves $45.0 million in cash, $115.0 million of 10.0% Senior Subordinated Secured Notes due 2029, and shares of Series B Preferred Stock and Common Equity Shares, which will represent 39.0% of the Company's fully diluted common stock post-exchange [1][2]. - The New Secured Notes will be guaranteed by certain subsidiaries and secured by a second-priority lien on substantially all assets, maturing on December 15, 2029, with an interest rate of 10.0% per annum [3]. Group 2: Financial Impact - The transaction is expected to capture a $181 million debt discount for shareholders and reduce the balance sheet debt by $226 million, extending the company's financial runway through 2029 [2]. - Regular dividends on the Series B Preferred Stock will accrue at a rate of 15.0%, increasing to 20.0% if any shares remain outstanding after one year from the closing date [4]. Group 3: Corporate Strategy - The exchange is part of a multi-year strategy to deleverage the balance sheet, shifting a greater proportion of enterprise value to shareholders and providing time for the company to execute its long-term strategy [2]. - The company's executive officers support the transaction and plan to vote in favor of a proposed charter amendment to increase authorized share capital [4].