--- schema_version: "secwatch.filing_event.v1" accession: "0000950170-24-097359" form_type: "8-K" ticker: null cik: "0001752474" company_name: "KLDiscovery Inc." filed_at: "2024-08-15T23:59:59+00:00" generated_at: "2026-05-31T09:03:11.443908+00:00" event_type: "other_material" sentiment: "negative" materiality_score: 0.95 calibrated_materiality_score: 0.95 confidence: "high" source: SEC EDGAR --- # KLDiscovery completes debt restructuring; MGG & OTPP take control with new $50M second lien loan at 17% ## Summary - Debenture exchange: 943.8M Class A shares & 145.9M Class B-1 issued to debenture holders; OTPP receives 145.9M Class B-2 for $14.59. - New $50M second lien loan at 17% PIK from MGG and other debenture holders; extends first lien maturity to Aug 9, 2027. - Change in control: MGG owns ~61.5% and OTPP ~34.4% of Class A; OTPP holds 100% of Class B-1 (non-voting on director elections). - Board reduced to 7 directors; all prior directors resigned; new board includes MGG affiliates Kevin Griffin & Dale Stohr and OTPP affiliates Lee Sienna & Anthony Waszkiewicz. - New stockholders agreement grants MGG and OTPP veto power over major actions (mergers, dividends, debt above $1M, etc.) and forced sale right after 54 months. ## SEC filing metadata - accession: 0000950170-24-097359 - form_type: 8-K - cik: 0001752474 - company_name: KLDiscovery Inc. - filed_at: 2024-08-15T23:59:59+00:00 - event_type: other_material - sentiment: negative - materiality_score: 0.95 - calibrated_materiality_score: 0.95 - confidence: high - sec_items: 1.01, 1.02, 2.03, 3.02, 5.03, 5.01, 5.02, 5.07, 7.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/0000950170-24-097359-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/kldi-20240814.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0000950170-24-097359 - JSON: https://secwatch.observer/filing/0000950170-24-097359.json - Plain text: https://secwatch.observer/filing/0000950170-24-097359.txt ## Key facts - Executive change Jill Frizzley resigned as Director at KLDiscovery Inc.. - Action: resigned - Role: Director source text: each of Ian Fujiyama, Jill Frizzley, Neal P. Goldman, Kevin Griffin, Evan Morgan, Lawrence Prior III, Arjun Shah, Lauren Tanenbaum, Christopher J. Weiler and Richard Williams resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof, effective as of the Closing (which resignations were tendered in connection with the Transactions and not as a result of any disagreements between the Company and the resigning individuals on any matters related to the Company’s operations, policies, or practices); and evidence_url: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/0000950170-24-097359-index.htm - Executive change Anthony Waszkiewicz was appointed as Director at KLDiscovery Inc.. - Action: became director - Role: Director source text: Kevin Griffin, Lee Sienna, Dale Stohr, Mike Suchsland, Anthony Waszkiewicz and Christoper J. Weiler became the directors of the Company in accordance with the New Certificate and the New Stockholders Agreement. evidence_url: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/0000950170-24-097359-index.htm - Executive change Ian Fujiyama resigned as Director at KLDiscovery Inc.. - Action: resigned - Role: Director source text: each of Ian Fujiyama, Jill Frizzley, Neal P. Goldman, Kevin Griffin, Evan Morgan, Lawrence Prior III, Arjun Shah, Lauren Tanenbaum, Christopher J. Weiler and Richard Williams resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof, effective as of the Closing (which resignations were tendered in connection with the Transactions and not as a result of any disagreements between the Company and the resigning individuals on any matters related to the Company’s operations, policies, or practices); and evidence_url: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/0000950170-24-097359-index.htm - Executive change Lauren Tanenbaum resigned as Director at KLDiscovery Inc.. - Action: resigned - Role: Director source text: each of Ian Fujiyama, Jill Frizzley, Neal P. Goldman, Kevin Griffin, Evan Morgan, Lawrence Prior III, Arjun Shah, Lauren Tanenbaum, Christopher J. Weiler and Richard Williams resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof, effective as of the Closing (which resignations were tendered in connection with the Transactions and not as a result of any disagreements between the Company and the resigning individuals on any matters related to the Company’s operations, policies, or practices); and evidence_url: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/0000950170-24-097359-index.htm - Executive change Christopher J. Weiler resigned as Director at KLDiscovery Inc.. - Action: resigned - Role: Director source text: each of Ian Fujiyama, Jill Frizzley, Neal P. Goldman, Kevin Griffin, Evan Morgan, Lawrence Prior III, Arjun Shah, Lauren Tanenbaum, Christopher J. Weiler and Richard Williams resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof, effective as of the Closing (which resignations were tendered in connection with the Transactions and not as a result of any disagreements between the Company and the resigning individuals on any matters related to the Company’s operations, policies, or practices); and evidence_url: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/0000950170-24-097359-index.htm - Executive change Lee Sienna was appointed as Director at KLDiscovery Inc.. - Action: became director - Role: Director source text: Kevin Griffin, Lee Sienna, Dale Stohr, Mike Suchsland, Anthony Waszkiewicz and Christoper J. Weiler became the directors of the Company in accordance with the New Certificate and the New Stockholders Agreement. evidence_url: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/0000950170-24-097359-index.htm - Executive change Neal P. Goldman resigned as Director at KLDiscovery Inc.. - Action: resigned - Role: Director source text: each of Ian Fujiyama, Jill Frizzley, Neal P. Goldman, Kevin Griffin, Evan Morgan, Lawrence Prior III, Arjun Shah, Lauren Tanenbaum, Christopher J. Weiler and Richard Williams resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof, effective as of the Closing (which resignations were tendered in connection with the Transactions and not as a result of any disagreements between the Company and the resigning individuals on any matters related to the Company’s operations, policies, or practices); and evidence_url: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/0000950170-24-097359-index.htm - Executive change Kevin Griffin was appointed as Director at KLDiscovery Inc.. - Action: became director - Role: Director source text: Kevin Griffin, Lee Sienna, Dale Stohr, Mike Suchsland, Anthony Waszkiewicz and Christoper J. Weiler became the directors of the Company in accordance with the New Certificate and the New Stockholders Agreement. evidence_url: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/0000950170-24-097359-index.htm - Executive change Kevin Griffin resigned as Director at KLDiscovery Inc.. - Action: resigned - Role: Director source text: each of Ian Fujiyama, Jill Frizzley, Neal P. Goldman, Kevin Griffin, Evan Morgan, Lawrence Prior III, Arjun Shah, Lauren Tanenbaum, Christopher J. Weiler and Richard Williams resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof, effective as of the Closing (which resignations were tendered in connection with the Transactions and not as a result of any disagreements between the Company and the resigning individuals on any matters related to the Company’s operations, policies, or practices); and evidence_url: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/0000950170-24-097359-index.htm - Executive change Mike Suchsland was appointed as Director at KLDiscovery Inc.. - Action: became director - Role: Director source text: Kevin Griffin, Lee Sienna, Dale Stohr, Mike Suchsland, Anthony Waszkiewicz and Christoper J. Weiler became the directors of the Company in accordance with the New Certificate and the New Stockholders Agreement. evidence_url: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/0000950170-24-097359-index.htm - Executive change Evan Morgan resigned as Director at KLDiscovery Inc.. - Action: resigned - Role: Director source text: each of Ian Fujiyama, Jill Frizzley, Neal P. Goldman, Kevin Griffin, Evan Morgan, Lawrence Prior III, Arjun Shah, Lauren Tanenbaum, Christopher J. Weiler and Richard Williams resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof, effective as of the Closing (which resignations were tendered in connection with the Transactions and not as a result of any disagreements between the Company and the resigning individuals on any matters related to the Company’s operations, policies, or practices); and evidence_url: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/0000950170-24-097359-index.htm - Executive change Christopher J. Weiler was appointed as Director at KLDiscovery Inc.. - Action: became director - Role: Director source text: Kevin Griffin, Lee Sienna, Dale Stohr, Mike Suchsland, Anthony Waszkiewicz and Christoper J. Weiler became the directors of the Company in accordance with the New Certificate and the New Stockholders Agreement. evidence_url: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/0000950170-24-097359-index.htm - Executive change Richard Williams resigned as Director at KLDiscovery Inc.. - Action: resigned - Role: Director source text: each of Ian Fujiyama, Jill Frizzley, Neal P. Goldman, Kevin Griffin, Evan Morgan, Lawrence Prior III, Arjun Shah, Lauren Tanenbaum, Christopher J. Weiler and Richard Williams resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof, effective as of the Closing (which resignations were tendered in connection with the Transactions and not as a result of any disagreements between the Company and the resigning individuals on any matters related to the Company’s operations, policies, or practices); and evidence_url: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/0000950170-24-097359-index.htm - Executive change Lawrence Prior III resigned as Director at KLDiscovery Inc.. - Action: resigned - Role: Director source text: each of Ian Fujiyama, Jill Frizzley, Neal P. Goldman, Kevin Griffin, Evan Morgan, Lawrence Prior III, Arjun Shah, Lauren Tanenbaum, Christopher J. Weiler and Richard Williams resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof, effective as of the Closing (which resignations were tendered in connection with the Transactions and not as a result of any disagreements between the Company and the resigning individuals on any matters related to the Company’s operations, policies, or practices); and evidence_url: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/0000950170-24-097359-index.htm - Executive change Dale Stohr was appointed as Director at KLDiscovery Inc.. - Action: became director - Role: Director source text: Kevin Griffin, Lee Sienna, Dale Stohr, Mike Suchsland, Anthony Waszkiewicz and Christoper J. Weiler became the directors of the Company in accordance with the New Certificate and the New Stockholders Agreement. evidence_url: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/0000950170-24-097359-index.htm - Executive change Arjun Shah resigned as Director at KLDiscovery Inc.. - Action: resigned - Role: Director source text: each of Ian Fujiyama, Jill Frizzley, Neal P. Goldman, Kevin Griffin, Evan Morgan, Lawrence Prior III, Arjun Shah, Lauren Tanenbaum, Christopher J. Weiler and Richard Williams resigned from his or her respective position as a member of the Company’s board of directors, and any committee thereof, effective as of the Closing (which resignations were tendered in connection with the Transactions and not as a result of any disagreements between the Company and the resigning individuals on any matters related to the Company’s operations, policies, or practices); and evidence_url: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/0000950170-24-097359-index.htm - Executive change Michael Suchsland was appointed as Chairperson of the Board at KLDiscovery Inc.. - Action: selected as Chairperson - Role: Chairperson of the Board source text: Following the Closing, the Board selected Michael Suchsland as the new Chairperson of the Board. evidence_url: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/0000950170-24-097359-index.htm - M&A Transactions KLDiscovery Inc. underwent a change of control involving the Debenture Holders. - Action: change of control - Counterparty: the Debenture Holders source text: As a result of the consummation of the Debenture Exchange, a change in control of the Company occurred and the Debenture Holders acquired control of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1752474/000095017024097359/0000950170-24-097359-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.