Enters Agreement with Creditors to Strengthen
Financial Foundation and Right-Size Balance Sheet
Airspan Will Become Private Company with Strong
Balance Sheet and Greater Financial Flexibility Majority-Owned by
Fortress
Will Operate in Normal Course While
Implementing Prepackaged Recapitalization on an Expedited Basis
with Full Support of all Major Creditors
Secures Commitment for Over $53 Million of DIP
Financing to Support Operations
Airspan Networks Holdings Inc. (NYSE American: MIMO) (“Airspan”
or the “Company”), a provider of ground-breaking, disruptive
software and hardware for 5G networks and a pioneer in end-to-end
Open RAN, private network and air-to-ground connectivity solutions,
today announced that it has entered into a Restructuring Support
Agreement (the “Agreement”) with certain funds managed by Fortress
Investment Group (“Fortress”) and several of its other key
financial stakeholders to position Airspan for long-term success
through up to $95 million of new equity financing and the
elimination of all the Company’s existing funded debt.
“This support agreement is the culmination of a strategic review
process, and we believe it is the best path forward for Airspan to
continue providing exceptional services and products to our
customers worldwide,” said Glenn Laxdal, President and Chief
Executive Officer at Airspan. “By strengthening the Company
financially with new capital and a debt-free balance sheet, we will
be better positioned to execute our plan to capitalize on the
significant growth opportunities across our public and private
network markets. We appreciate the support and engagement of all of
our stakeholders as we build Airspan for the future.”
“Airspan provides a critical, next-generation suite of solutions
for the broader telecommunications industry and possesses an
invaluable intellectual property portfolio to protect its
innovations,” said Drew McKnight, Co-Chief Executive Officer and
Managing Partner at Fortress. “We are excited about the Company’s
long-term growth opportunities. Our significant commitments through
this Agreement reflect our conviction that a recapitalized Airspan
can further solidify its leadership position within the wireless
industry. We look forward to continuing to support the Company’s
talented management team throughout this process and in the
future.”
Airspan and its U.S. subsidiaries have filed voluntary
prepackaged Chapter 11 proceedings in the United States Bankruptcy
Court for the District of Delaware (the “Court”) in order to
implement the Agreement, that has received support from 97.4% of
the Company’s funded debt creditors. Airspan will operate its
business without disruption through this process, safeguarding its
commitment to employees, customers, and suppliers. The Company
expects to complete the process on a highly expedited basis and
obtain court approval of the transaction in as soon as the next
30-45 days, resulting in Airspan becoming a private company
majority-owned by Fortress affiliates after receiving certain
governmental and regulatory consents. Consummation of the
transactions set forth in the Agreement is subject to satisfaction
of certain customary closing conditions.
Airspan has received a commitment from Fortress affiliates for
over $53 million in debtor-in-possession (“DIP”) financing, which
combined with the Company’s cash on hand, is expected to provide
sufficient capital during the restructuring process to support
Airspan’s operations. The DIP financing is subject to Court
approval and the satisfaction of specified closing conditions.
Airspan is filing a number of customary “first day” motions with
the Court to enable it to continue uninterrupted operations during
the financial restructuring, including to continue paying employee
wages and providing benefits to employees, and to pay vendors and
suppliers in full in the ordinary course of business.
As part of the transaction, Airspan’s existing common
stockholders will have the opportunity to receive in exchange for
their shares their pro rata share of a total of $450,000 or, at
their election, warrants in lieu of cash; provided, that if more
than 150 shareholders elect to receive warrants, no warrants will
be issued.
Additional information about Airspan’s restructuring process and
proceedings is available at https://dm.epiq11.com/Airspan, by
calling (888) 851-9531 or +1 (971) 251-2626 for calls originating
outside of the U.S., or by sending an email to
Airspan@epiqglobal.com.
Dorsey & Whitney LLP is serving as legal counsel to Airspan.
VRS Restructuring Services, LLC is serving as Airspan’s financial
advisor and Intrepid Investment Bankers LLC is serving as Airspan’s
investment banker. Davis Polk & Wardwell LLP is serving as
legal counsel to Fortress.
About Airspan
Airspan Networks Holdings Inc. is a U.S.-based provider of
groundbreaking, disruptive software and hardware for 5G networks,
and a pioneer in end-to-end Open RAN solutions that provide
interoperability with other vendors. As a result of innovative
technology and significant R&D investments to build and expand
5G solutions, Airspan believes it is well-positioned with 5G indoor
and outdoor, Open RAN, private networks for enterprise customers
and industrial use applications, fixed wireless access (FWA),
Air-To-Ground, Neutral Host Networks and Utilities solutions to
help mobile network operators of all sizes deploy their networks of
the future, today. With over one million cells shipped to 1,000
customers in more than 100 countries, Airspan has global scale. For
more information, visit www.airspan.com.
About Fortress Investment Group
Fortress Investment Group LLC is a leading, highly diversified
global investment manager. Founded in 1998, Fortress had $48.0
billion of assets under management as of December 31, 2023 on
behalf of over 1,900 institutional clients and private investors
worldwide across a range of credit and real estate, private equity
and permanent capital investment strategies.
Cautionary Statement Regarding Forward-Looking
Statements
This news release contains “forward-looking statements” within
the meaning of the Private Securities Litigation Reform Act of
1995. Such statements include, but are not limited to, statements
about Airspan’s ability to obtain equity and DIP financing from
Fortress and its affiliates, and other statements identified by
words such as “will likely result,” “are expected to,” “will
continue,” “is anticipated,” “estimated,” “believe,” “intend,”
“plan,” “projection,” “outlook” or words of similar meaning. Any
such forward-looking statements are based upon the current beliefs
and expectations of Airspan’s management and are inherently subject
to significant business, economic and competitive uncertainties and
contingencies, many of which are difficult to predict and generally
beyond Airspan’s control.
Actual results, performance or achievements may differ
materially, and potentially adversely, from any forward-looking
statements and the assumptions on which those forward-looking
statements are based. There can be no assurance that the data
contained herein is reflective of future performance to any degree.
You are cautioned not to place undue reliance on forward-looking
statements as a predictor of future performance as projected
financial information and other information are based on estimates
and assumptions that are inherently subject to various significant
risks, uncertainties and other factors, many of which are beyond
Airspan’s control. For further information identifying important
factors that could cause actual results to differ materially from
those anticipated in the forward-looking statements, please refer
to the Risk Factors section of Airspan’s Annual Report on Form 10-K
for the year ended December 31, 2022, filed with the US Securities
and Exchange Commission. All information set forth herein speaks
only as of the date hereof in the case of information about Airspan
or the date of such information in the case of information from
persons other than Airspan, and Airspan disclaims any intention or
obligation to update any forward-looking statements as a result of
developments occurring after the date of this communication.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240330459160/en/
Media: Jonathan Gasthalter/Mark Semer/Grace Cartwright
Gasthalter & Co. (212) 257-4170 Airspan@gasthalter.com
Investor Relations: Brett Scheiner 561-893-8660
IR@airspan.com
Airspan Networks (AMEX:MIMO)
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