Optiva extends forebearance period with noteholders

Further to its news release on July 18, 2025, Optiva (RKNEF) entered into an amended support agreement dated September 3, 2025 with holders of approximately 85% of its outstanding principal amount of 9.75% senior secured PIK toggle notes due July 20, 2025 providing for an extension of the grace period to allow Optiva’s special committee of independent directors to conclude negotiations with Noteholders and prospective merger counterparties regarding a Potential Transaction. The initial 45-day grace period, which was set to expire on September 3, 2025, has been extended to September 30, 2025. During the Grace Period, Noteholders who are parties to the support agreement have agreed to forbear from exercising any of their rights or remedies in connection with any payment default occurring on the scheduled maturity of the Notes on July 20, 2025. This Grace Period may be further extended at the election of the Noteholders. Other than the extension, there are no further amendments to the terms of the Forbearance and the support agreement with Noteholders as announced on July 18, 2025. Optiva is currently negotiating the terms of a potential transaction whereby Optiva will merge with a strategic third party and pursuant to such transaction, among other things, all of the outstanding principal amount of the Notes plus accrued interest will be exchanged for a combination of shares and new notes of the combined company. Based on the proposals received to date, Optiva common shareholders are expected to receive nominal consideration for their shares in connection with any Potential Transaction. To the extent a definitive agreement in respect of a Potential Transaction is reached within the Grace Period, the principal amount of the Notes will no longer be repayable as scheduled but addressed as part of the Potential Transaction. While negotiations are ongoing, Optiva expects to continue to operate in the ordinary course, upholding its commitments to customers, employees and suppliers.