Core Viewpoint - Optiva Inc. has entered into an amended support agreement with holders of approximately 85% of its outstanding 9.75% senior secured PIK toggle notes, extending the grace period for negotiations regarding a potential merger transaction until September 30, 2025 [1][2] Group 1: Financial and Transaction Details - The grace period for the 9.75% senior secured PIK toggle notes, originally set to expire on September 3, 2025, has been extended to September 30, 2025 [1] - During this grace period, noteholders have agreed to forbear from exercising their rights related to any payment default on the notes maturing on July 20, 2025 [1] - Optiva is negotiating a potential transaction that may involve exchanging the outstanding principal amount of the notes plus accrued interest for shares and new notes of the combined company [2] Group 2: Shareholder Impact - Common shareholders of Optiva are expected to receive nominal consideration for their shares in connection with the potential transaction [2] - If a definitive agreement is reached within the grace period, the repayment of the notes will be addressed as part of the potential transaction [2] Group 3: Operational Continuity - Despite ongoing negotiations, Optiva plans to continue operating in the ordinary course and uphold commitments to customers, employees, and suppliers [2]

Core Viewpoint - Optiva Inc. has entered into a Support Agreement with holders of approximately 85% of its outstanding 9.75% senior secured PIK toggle notes, allowing for a 45-day grace period to negotiate a Potential Transaction [1][2]. Group 1: Support Agreement and Grace Period - The Support Agreement provides a 45-day grace period for Optiva's special committee to negotiate with Noteholders and potential merger partners [2]. - During this grace period, Noteholders have agreed to forbear from exercising their rights related to any payment default on the Notes due July 20, 2025 [2]. Group 2: Financial Position and Operations - Optiva has approximately $12 million in cash as of July 13, 2025, ensuring business continuity and the ability to meet financial commitments [3]. - The company will continue to operate normally, fulfilling commitments to customers, employees, and suppliers during this period [10]. Group 3: Potential Transaction Details - The Potential Transaction involves exchanging the outstanding principal amount of the Notes and accrued interest for a combination of shares and new notes, along with a merger with a strategic third party [4][10]. - Common shareholders of Optiva are expected to receive nominal consideration for their shares in connection with the Potential Transaction [4][10]. Group 4: Repayment and Financial Obligations - The repayment of approximately $108.6 million in principal and $5.2 million in accrued interest due on July 20, 2025, will be addressed as part of the Potential Transaction if reached within the grace period [5]. Group 5: Regulatory and Approval Requirements - Completion of any Potential Transaction will require approval from Optiva's securityholders, court approvals if structured as a plan of arrangement, Toronto Stock Exchange approval, and necessary regulatory approvals [7].

Core Viewpoint - Workhorse Group Inc. is in discussions for a potential merger with a privately held U.S.-based manufacturer of electric commercial vehicles, which may significantly alter the ownership structure of the company [1][2]. Company Overview - Workhorse Group Inc. focuses on the transition to zero-emission commercial vehicles and is exploring a merger with a manufacturer in the same sector [1][2]. Potential Transaction Details - The merger would involve the manufacturer being merged into a newly created subsidiary of Workhorse in exchange for newly issued shares of common stock, likely resulting in the manufacturer’s investors holding a substantial majority of the outstanding shares post-transaction [2][3]. - The exact number of shares to be issued has not been determined yet [2]. Refinancing Plans - The potential transaction includes plans for refinancing approximately $33 million in outstanding senior secured convertible notes, with a new convertible note and a $20 million sale leaseback of the company's manufacturing facility in Indiana [3][4]. - The refinancing aims to fully repay the existing notes without incurring a redemption premium and to cancel related warrants [3][4]. Conditions and Timeline - The completion of the refinancing and the merger is intended to occur simultaneously, with the company planning to repay half of its obligations under the notes as a condition for executing a definitive agreement [4]. - The company has entered into an Exclusivity Agreement with the manufacturer, preventing negotiations with third parties for 14 days [5]. Regulatory and Approval Process - The consummation of the potential transaction is subject to various conditions, including stockholder approval and compliance with Nasdaq listing procedures [5][6]. - If definitive agreements are reached, the company will file a proxy statement with the SEC, and stockholders will be advised to read it carefully [6][7].