Shearman & Sterling LLP
Issue link: https://digital.shearman.com/i/1494420
Serta Simmons – Uptiering Structure 35 *Illustration extracted from initial complaint filed with the NY state court on June 11, 2020 Pre-Transaction Capital Structure $1.887 billion of first lien term loans ("Existing First Lien Term Loans") "Favored Lenders" "Excluded Lenders" $424 million of second lien term loans ("Existing Second Lien Term Loans") "Favored Lenders" "Excluded Lenders" Post-Transaction Capital Structure $200 million of new superpriority "first out" term loans issued for cash consideration $875 million of new superpriority "second out" term loans issued in exchange for certain Existing First Lien Term Loans and Existing Second Lien Term Loans $TBD of new superpriority "third out" term loans available for future exchanges Up to $895 million of first lien term loans ranking behind all of the tranches described above and held by formerly first-lien lenders who were excluded from the exchange transactions Up to $128 million of second lien term loans ranking behind all of the tranches described above and held by formerly second-lien lenders who were excluded from the exchange transactions "Excluded Lenders" "Favored Lenders" Liability Management and Refinancing Solutions in Europe