By Wendy Van Sickle
Columbus, Ohio, Aug. 31 – WeWork Inc. subsidiaries WeWork Cos. LLC and WW Co-Obligor Inc. drew on Aug. 25 under their existing delayed-draw notes commitments entered into in March and May of this year, resulting in the subsidiaries’ issuance of $189.6 million of 15% first-lien senior secured PIK notes due 2027, series II, and $122.9 million of 15% first-lien senior secured PIK Notes due 2027, series III, according to an 8-K filing with the Securities and Exchange Commission.
The series II notes were sold to SoftBank Vision Fund II-2, LP, and the series III notes were sold to an undisclosed third-party investor.
The terms of the new notes are substantially similar to those of the issuers’ 15% first-lien senior secured PIK notes due 2027, series I, previously issued. Following such issuances, $306.25 million total principal amount of series II notes and $181.25 million total principal amount of series III notes are outstanding.
The series II and series III notes are guaranteed on a first-lien senior secured basis by each of the issuer’s wholly owned restricted subsidiaries that guarantee its obligations under the senior letter-of-credit facility and junior letter-of-credit facility under the credit agreement dated Dec. 27, 2019.
The 15% interest rate will be paid semiannually in arrears, with 7% payable in cash and 8% payable as PIK interest.
The issuer may call the notes from either series, in whole or in part, prior to Nov. 1, 2024 with a make-whole call at Treasuries plus 50 basis points. There is also a 35% equity clawback prior to Nov. 1, 2024 at 115. WeWork may also exercise a par call, in whole or in part, on or after Nov. 1, 2024.
The notes are also putable at 101 upon a change of control.
U.S. Bank Trust Co., NA is trustee and collateral agent.
WeWork is a New York-based provider of shared workspaces and related business services.
| Issuers: | WeWork Cos. LLC and WW Co-Obligor Inc.
|
| Amount: | $175 million
|
| Issue: | First-lien senior secured PIK notes
|
| Maturity: | Aug. 15, 2027
|
| Coupon: | 15%, with 7% payable in cash and 8% payable in PIK interest
|
| Call options: | Make-whole call at Treasuries plus 50 bps until Nov. 1, 2024; par call thereafter
|
| Equity clawback: | Up to 35% of the outstanding principal at 115, prior to Nov. 1, 2024
|
| Change-of-control put: | At 101
|
| Trustee: | U.S. Bank Trust Co., NA
|
| Issue date: | Aug. 25
|
|
|
| Series II
|
| Amount: | $189.6 million
|
| Issue: | First-lien senior secured PIK notes, series II
|
| Purchaser: | SoftBank Vision Fund II-2 LP
|
| Total amount outstanding: | $306.25 million
|
|
|
| Series III
|
| Amount: | $122.9 million
|
| Issue: | First-lien senior secured PIK notes, series III
|
| Total amount outstanding: | $181.25 million
|
|
|
© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere.
For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.
