Item 1.01. Entry into a Material Definitive
Agreement.
On June 17, 2022, certain subsidiaries of
Exela Technologies, Inc., a Delaware corporation (the “Company” or “us”) entered into an Amended and
Restated Receivables Purchase Agreement (the “Receivables Purchase Agreement”), by and among Exela Receivables 3, LLC
(the “Seller”), a wholly-owned indirect subsidiary of the Company, the purchasers (each, a “Purchaser” and
collectively the “Purchasers”), PNC Bank, National Association, as administrative agent (the “Administrative
Agent”) and the Company, as initial servicer. Under the Receivables Purchase Agreement, the Seller will sell receivables
originated by certain subsidiaries of the Company. The Seller may make investment requests from time to time from the Purchasers
under the Receivables Purchase Agreement, which investment requests will be supported by the sold receivables and subject to a
capital coverage base, which is based on the outstanding balance of eligible receivables less excess concentration amounts and
reserves. The Purchasers have committed an amount of up to $150 million under the Receivables Purchase Agreement. The scheduled
termination date of the Receivables Purchase Agreement is June 17, 2025, subject to earlier termination due to a termination event
described in the Receivables Purchase Agreement.
On June 17, 2022 the Company made the initial investment
request under the Receivables Purchase Agreement and used a portion of the proceeds to repay the Company’s Existing Receivables
Securitization Facility (as defined below). The Company will use the remaining proceeds for general corporate purposes.
In connection with the Receivables Purchase Agreement,
the parties also entered (i) an Amended and Restated First Tier Receivables Purchase and Sale Agreement (the “First Tier Purchase
and Sale Agreement”), dated as of June 17, 2022, by and among Exela Receivables 3 Holdco, LLC (the “Parent SPE”), a
wholly-owned indirect subsidiary of the Company, and certain other indirect, wholly-owned subsidiaries of the Company listed therein (collectively,
the “Originators”), and the Company, as initial servicer, pursuant to which each Originator has sold or contributed and will
sell or contribute to the Parent SPE certain receivables and related assets in consideration for a combination of cash and equity in the
Parent SPE, (ii) an Amended and Restated Second Tier Purchase and Sale Agreement (the “Second Tier Purchase and Sale Agreement”,
and together with the First Tier Purchase and Sale Agreement, the “Purchase and Sale Agreements”), dated as of June 17, 2022,
by and among, the Seller, the Parent SPE and the Company, as initial servicer, pursuant to which Parent SPE has sold or contributed and
will sell or contribute to the Seller certain receivables and related assets in consideration for a combination of cash and equity in
the Seller, (iii) the Amended and Restated Sub-Servicing Agreement (the “Sub-Servicing Agreement”), dated as of June 17, 2022,
by and among the Company and each Originator, (iv) the Amended and Restated Pledge and Guaranty (the “Guaranty”), dated as
of the June 17, 2022, between the Parent SPE and the Administrative Agent, and (v) the Performance Guaranty (the “Performance Guaranty”),
dated as of June 17, 2022, between the Company, as performance guarantor, and the Administrative Agent (and together with all other certificates,
instruments, UCC financing statements, reports, notices, agreements and documents executed or delivered in connection with the Receivables
Purchase Agreement, the “Agreements”).
The Seller, the Company, the Parent SPE and the
Originators provide customary representations and covenants under the Agreements. The Receivables Purchase Agreement provides for certain
termination events upon the occurrence of which the Administrative Agent may declare the facility’s termination date to have occurred
and declare the outstanding amounts and all other obligations of the Seller to be immediately due and payable. The Receivables Purchase
Agreement aligns reporting obligations with the Company’s other material indebtedness agreements.
The foregoing description of the Agreements does
not purport to be complete and is qualified in its entirety by reference to the full text of the Agreements. The Receivables Purchase
Agreement, the First Tier Purchase and Sale Agreement, the Second Tier Purchase and Sale Agreement, the Sub-Servicing Agreement, the Guaranty,
and the Performance Guaranty, copies of which are attached hereto as Exhibit 10.1, Exhibit 10.2, Exhibit 10.3, Exhibit 10.4, Exhibit 10.5
and Exhibit 10.6, respectively, are incorporated by reference herein.
Item 1.02. Termination of a Material Definitive
Agreement.
On June 17, 2022, the Company repaid in full
the 11.25% loans outstanding under the Loan and Security Agreement (the “Existing Receivables Securitization Facility”),
dated as of December 17, 2020, by and among Exela Receivables 3, LLC, the lenders party thereto, Alter Domus (US), LLC, as
administrative agent, and the Company, as initial servicer. The aggregate outstanding principal amount of loans under the
Existing Receivables Securitization Facility was approximately $91.9 million. The early termination of the facility triggered
an early termination fee of $ 2,758,418.01 and required repayment of approximately $95.2 million in respect of principal, accrued
interest and fees. All obligations under the Existing Receivables Securitization Facility (other than contingent
indemnification obligations that expressly survive termination) have been terminated upon repayment. A description of the Existing
Receivables Securitization Facility is set forth in the Company’s Current Report on Form 8-K filed on December 17, 2020.