Spectrum Notes

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INNOVATE Closes Indebtedness Refinancing Transactions
Globenewswireยท 2025-08-04 20:30
Core Viewpoint - INNOVATE Corp. has successfully extended its debt maturity profile by refinancing a significant portion of its outstanding debt, specifically 81.7% of the total principal amount as of June 30, 2025, through various transactions aimed at exchanging or amending existing debt instruments [1][2]. Debt Refinancing Transactions - The refinancing transactions include an exchange offer for senior secured notes, privately negotiated exchanges of convertible senior notes, and amendments to existing credit agreements and notes [2]. - The company issued approximately $360.3 million in new senior secured notes in exchange for about $328.1 million of existing senior secured notes, resulting in a new interest rate of 10.500% due in 2027 [3]. - The company plans to make interest payments on any remaining existing senior secured notes after the final settlement of the exchange offer on August 29, 2025 [4]. Exchange Offer Details - The expiration deadline for the exchange offer is set for midnight on August 13, 2025, with final settlement expected on August 15, 2025 [5]. - Following the initial settlement, approximately $1.9 million of existing senior secured notes will remain outstanding [4]. Amendments to Existing Notes - Amendments to the existing senior secured notes include the elimination of most restrictive covenants and certain events of default, along with modifications to merger and consolidation covenants [6][9]. - The liens securing the existing senior secured notes have been subordinated to the new senior secured notes and other debts [6]. New Convertible Notes - The company exchanged approximately $48.7 million of existing convertible senior notes for about $53.5 million of newly issued convertible senior secured notes, with a new interest rate of 9.5% due in 2027 [7]. - The new convertible notes were issued under a private placement exemption and will not be registered under the Securities Act [8]. Revolving Credit Agreement and Other Debt - The maturity of the 2020 Revolving Credit Agreement has been extended to September 15, 2026 [10]. - The maturity of the CGIC note has been extended to April 30, 2027, with an interest rate of 16%, and the amended note is secured by a third priority lien [11]. - The maturity of the Spectrum notes has been extended to September 30, 2026, with specific milestones required for repayment [12]. - The maturity of R2 Technologies' senior secured promissory note has been extended to August 1, 2026, with an interest rate of 12% [13].