PRESS RELEASE
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.
