Diebold Nixdorf inks RSA, to make pre-packaged Chapter 11 filing

By Sarah Lizee

Olympia, Wash., May 30 – Diebold Nixdorf, Inc. has entered into a restructuring support agreement with some of its key financial stakeholders and plans to make a pre-packaged Chapter 11 filing, according to a Tuesday morning press release.

The company said the restructuring is expected to significantly reduce debt and leverage levels and provide substantial additional liquidity to support seamless ongoing operations and establish a long-term, sustainable capital structure.

Diebold Nixdorf said it will continue to pay vendors and suppliers through the expected restructuring process in the ordinary course of business.

The RSA is with creditors holding 80.4% of the company’s super-priority credit facility, 79% of a first-lien term loan, 78% of its first-lien notes and 58.3% of its second-lien notes.

Dutch issuer Diebold Nixdorf Dutch Holding BV will be filing a scheme of arrangement and will start a Chapter 15 case in the United States to gain recognition of those proceedings.

Through the RSA, consenting creditors have agreed to support restructuring transactions that would result in the discharge of a significant portion of existing funded debt of the company and some of its subsidiaries. The company’s outstanding common shares would be canceled, and interest holders would not receive any recovery.

The debtors plan to seek approval of a $1.25 billion debtor-in-possession term loan credit facility as part of the Chapter 11 cases.

The proceeds of the DIP facility will be used to repay in full all debt under the company’s super-priority credit facility, repay in full (or cash collateralize issued letters of credit) the company's asset-based revolver, pay expenses related to the restructuring proceedings and fund working capital needs.

Holders of the company’s first-lien term loan or first-lien notes that wish to become a lender under the DIP facility and that execute the RSA prior to 11:59 p.m. ET on June 2 will be eligible to receive a participation premium of their pro rata portion of 10% of the new common shares of the company that will be available for distribution to creditors under the plan.

The restructuring transactions remain subject to certain conditions, as well as the negotiation of further definitive agreements.

The company said it expects to complete the transactions in the third quarter.

The terms of the RSA state that the common shares of the restructured company will be listed on the New York Stock Exchange.

Diebold Nixdorf is a Hudson, Ohio-based financial and retail technology company.

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