JWCA advises i3 Verticals on the repurchase of ~$90.8mm exchangeable notes for cash

December 2023 | read press release

Transaction Background

In December 2023, JWCA advised i3 Verticals (the “Company”) on the cash repurchase of ~$90.8mm of its outstanding 2025 exchangeable. i3 Verticals wanted to opportunistically repurchase their outstanding exchangeable notes at a discount to par to opportunistically manage their outstanding liabilities and capital structure. I3 Vertical’s objectives included:

• Retire a portion of the exchangeable notes ahead of its upcoming maturity and prior to the security becoming a current liability

• Capture a yield-to-maturity by purchasing the notes at a discount to par

• Minimize transaction and friction costs: execute as efficiently as possible with a focus on minimizing execution costs

In its role as Repurchase Agent for the transaction, JWCA provided the following support for the Company:

• Provided analysis and advice around tactics related to investor targeting and engagement

• Led the investor outreach, negotiation, and execution of repurchases

• Assisted the company with the analysis of exchangeable economics and pricing dynamics

• Managed call spread unwind negotiation process with bank counterparties

Results

The Company executed a successful liability management transaction for its 1.00% exchangeable notes due 2025:

• The Company repurchased ~$90.8mm face value of their exchangeable notes (~78% of outstanding) for cash at a discount to par

This is J. Wood’s second advisory assignment for the Company after advising I3 Verticals on its $138mm 1.00% exchangeable issuance in February 2020