LivePerson Deleverages Balance Sheet with $226 Million Transaction

LivePerson has entered into an exchange agreement with holders of its 2026 Convertible Senior Notes to deleverage its balance sheet by $226 million. The transaction, expected to close by September 2025, involves cash, new secured notes, and equity. This move aims to extend the company's financial runway through 2029 and shift more enterprise value to shareholders.

LivePerson, Inc. (NASDAQ: LPSN) has entered into a binding agreement to exchange $341.1 million of its outstanding 2026 Convertible Senior Notes for a mix of consideration, including $45.0 million in cash, $115.0 million in 10.0% Senior Subordinated Secured Notes due 2029, shares of Series B Fixed Rate Convertible Perpetual Preferred Stock, and shares of the Company's common stock. The transaction, expected to close by the end of September, aims to deleverage the company's balance sheet by $226 million and extend its financial runway through 2029 [1].

The exchange captures $181 million of debt discount that accretes to shareholders, according to John Collins, CFO and COO of LivePerson. This move shifts a greater proportion of enterprise value to shareholders and provides the company with time to execute its strategy, reinforcing its position as a long-term strategic partner to customers [1].

The New Secured Notes will be guaranteed by certain of the Company's subsidiaries and secured by a second-priority lien on substantially all assets of the Company and the guarantors. They will accrue interest at a rate of 10.0% per annum and mature on December 15, 2029 [1].

The shares of Series B Preferred Stock will be convertible into a fixed number of shares of common stock equal to the difference between the number of shares required to provide the Aggregate Equity Amount and the number of shares of Common Equity Shares issued as of the closing of the Exchange. The Company's executive officers are supportive of the transaction and intend to vote their shares in favor of the proposed charter amendment [1].

Additional details regarding the Exchange, the New Secured Notes, the Series B Preferred Stock, the Common Equity Shares, and other related information will be filed with the Securities and Exchange Commission (SEC) today in a Current Report on Form 8-K [1].

References
[1] https://ir.liveperson.com/news-releases/news-release-details/liveperson-announces-deleveraging-transaction