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Published on 2/7/2017 in the Prospect News Preferred Stock Daily.

Steel Partners issues preferreds in acquisition of Steel Excel stake

By Susanna Moon

Chicago, Feb. 7 – Steel Partners Holdings LP said it completed the offer to swap out common stock for nine-year preferred units related to the acquisition of Steel Excel Inc.

As announced Dec. 23, Steel Partners was offering to issue 6% cumulative preferred units in exchange for the common stock of Steel Excel at a rate of $17.80 per share.

The exchange offer ended at midnight ET at the end of Feb. 6.

The exchange amount was 3,165,407 shares, or 96% of Steel Excel’s outstanding shares of common stock including those owned by Steel Partners and its affiliated entities, and about 88.1% of Steel Excel’s outstanding stock not owned by Steel Partners or any of its affiliates.

The remaining stock of Steel Excel will be converted into the right to receive preferred units of Steel Partners, according to a company update.

The preferred units will be listed on the New York Stock Exchange under the ticker symbol “SPLPPrA,” effective Feb. 10.

The conditions to the offer were satisfied, the release added.

Steel Partners said it expects to acquire the remaining shares of Steel Excel “promptly through a merger without a vote or meeting of Steel Excel’s stockholders.”

Afterward, Steel Excel will become an indirect wholly owned subsidiary of Steel Partners.

The preferred units will be redeemable at any time at the option of Steel Partners in cash or in common units.

Steel Partners agreed to offer to repurchase or redeem, for cash on a pro rata basis, 20% of the preferred units to be issued in the transaction within the first three years after completion of the transaction.

Steel Excel is based in New York. It provides oil well services to exploration and production companies and also provides youth sports services and facilities.


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