BOSTON-GoTo Group, Inc. (“GoTo” or the “Company”), the leading brand in making IT management, support, and business communications easy, today announced the launch of a debt exchange offer open to all of its existing term loans (the “Existing Term Loans”) and its 5.50% Senior Secured Notes due 2027 (the “Existing Notes”), pursuant to an agreement with a majority of holders of its Existing Term Loans and Existing Notes. All exchange participants will receive new term loans or new notes, as applicable, with an improved security position, and tighter covenants and other restrictions. The exchange offer is open to all lenders and noteholders.
The Company also confirms that on February 5, 2024, a private debt exchange transaction was consummated with holders of a majority of its Existing Term Loans and Existing Notes.
Signaling stakeholders’ confidence in the Company, certain lenders collectively invested $100 million in connection with the closing of the debt exchange. In addition, concurrent with the closing of the private debt exchange, 100% of the revolving lenders agreed to extend the maturity of the $250 million revolving credit facility for over 2 years, further strengthening the Company’s liquidity position.
The Company expects to significantly decrease its debt balance and reduce its interest expense as part of the transaction. There will be no change in GoTo’s equity ownership as a result of the transaction.
“This transaction solidifies our financial foundation, and we are encouraged by the strong support of our financial partners,” said Rich Veldran, Chief Executive Officer, GoTo. “As we drive into the future, we are well-positioned to enhance our competitive position in our markets and look forward to executing our strategic plan.”
Kirkland & Ellis LLP served as the Company’s legal advisor and PJT Partners LP served as its financial advisor in the transaction.
Paul, Weiss, Rifkind, Wharton & Garrison LLP served as legal advisor and Evercore Group LLC served as financial advisor to an ad hoc group of holders of Existing Term Loans and Existing Notes in the transaction.
The exchange of the Company’s Existing Term Loans will be open until February 12, 2024, and the exchange of the Company’s Existing Notes will be open until March 5, 2024, with an early tender date on February 16, 2024, for early exchange consideration as set forth in a Confidential Exchange Offering Memorandum (the “Exchange Offer Memorandum”). Full details of the terms and conditions of the exchange offer of the Existing Notes are described in the Exchange Offer Memorandum. Eligible holders of the Existing Notes are encouraged to read the Exchange Offer Memorandum, as it contains important information regarding the exchange offer. This press release is neither an offer to purchase nor a solicitation of an offer to buy any Existing Notes. Holders of Existing Notes may go to www.dfking.com/goto to confirm their eligibility to participate in the exchange.
Requests for the Exchange Offer Memorandum and other documents relating to the exchange offer may be directed to D.F. King & Co., Inc., the exchange agent and information agent for the Exchange Offer, toll free at (800) 967-5079 or toll at (212) 269-5550, email at firstname.lastname@example.org. None of the Company, any of its subsidiaries or affiliates, or any of their respective officers, boards of directors, members or managers, the exchange agent and information agent or the trustee of the Existing Notes or the new notes is making any recommendation as to whether eligible holders should tender any Existing Notes, and no one has been authorized by any of them to make such a recommendation.
This press release is for informational purposes only and does not constitute an offer to sell, or a solicitation of an offer to buy, any security and does not constitute an offer, solicitation or sale of any security in any jurisdiction in which such offer, solicitation or sale would be unlawful. The Exchange Offer is being made in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, has not been registered with the Securities and Exchange Commission and relies on exemptions under state securities laws.
This press release contains forward-looking statements. These forward-looking statements do not relay historical facts, but rather reflect our current expectations concerning future operations, results and events. All statements other than statements of historical fact, including statements regarding the debt exchange offers, are “forward-looking statements.” You can identify some of these forward-looking statements by our use of words such as “anticipates,” “expects,” “intends,” “plans,” “believes,” “seeks,” “likely,” “may,” “estimates” and similar expressions. You can also identify a forward-looking statement in that such statements discuss matters in a way that anticipates operations, results or events that have not already occurred but rather will or may occur in future periods. We cannot guarantee that we will achieve any forward-looking plans, intentions, results, operations or expectations. Because these statements apply to future events, they are subject to risks and uncertainties, some of which are beyond our control that could cause actual results to differ materially from those forecasted or anticipated in the forward-looking statements. These risks, as well as other risks and uncertainties, include those detailed in the section “Risk Factors” included in the Exchange Offer Memorandum and in the Quarterly Report for the quarterly period ended September 30, 2023, of LMI Parent, L.P., the indirect parent company of GoTo. You should not place undue reliance on these forward-looking statements, which reflect our views as of the date of this press release. We undertake no obligation to publicly update or revise any forward-looking statements because of new information, future events or otherwise.