Appgate, Inc.: debt financing — Appgate amends convertible notes, extends maturity to 2026, raises interest to 8.0%

Original Revolving Credit Agreement ”), with Appgate and the Domestic Subsidiary Guarantors, as guarantors, and SIS Holdings, L.P., as lender (“ SIS Holdings ”), providing for a $50.0 million unsecured, revolving credit facility maturing on June 30, 2023. On June 9, 2023, Appgate, Legacy Appgate, the Domestic Subsidiary Guarantors and SIS Holdings entered into an

On June 9, 2023, Appgate, Legacy Appgate, the Domestic Subsidiary Guarantors, Easy Solutions Japan, GK (“ ES Japan ”), Easy Solutions S.A.S. (“ ES Colombia ” and, collectively with the Domestic Subsidiary Guarantors, Appgate and ES Japan, the “ Note Guarantors ”), Magnetar, and U.S. Bank Trust Company, National Association, as collateral agent (in such capacity, the “ Collateral Agent ”), entered into an amended and restated note issuance agreement (the “ A&R Note Issuance Agreement ”), pursuant to which the Original Note Issuance Agreement was amended and restated to (i) secure the obligations under the Notes and the other related agreements with a first priority security interest in substantially all assets of Legacy Appgate and the Note Guarantors, (ii) extend the maturity date of the Notes from February 9, 2024 to February 9, 2026, or, at Magnetar’s election, February 9, 2028, (iii) modify the financial covenant contained in the Original Note Issuance Agreement to provide that Appg

On June 9, 2023, Appgate, Legacy Appgate, the Domestic Subsidiary Guarantors, Easy Solutions Japan, GK (“ ES Japan ”), Easy Solutions S.A.S. (“ ES Colombia ” and, collectively with the Domestic Subsidiary Guarantors, Appgate and ES Japan, the “ Note Guarantors ”), Magnetar, and U.S. Bank Trust Company, National Association, as collateral agent (in such capacity, the “ Collateral Agent ”), entered into an amended and restated note issuance agreement (the “ A&R Note Issuance Agreement ”), pursuant to which the Original Note Issuance Agreement was amended and restated

On June 9, 2023, the Collateral Agent, as original senior agent, SIS Holdings, as original subordinated agent, Appgate, Legacy Appgate and the Note Guarantors entered into an intercreditor and subordination agreement (the “ Intercreditor Agreement ”), setting forth the relative rights of the Collateral Agent and the other secured parties under the Notes, on the one hand, and SIS Holdings under the A&R Revolving Credit Agreement, on the other hand, including their respective security interests in the collateral.

Additionally on June 9, 2023, Appgate, Legacy Appgate, and the Lenders entered into an amended and restated note purchase agreement (the “ A&R Note Purchase Agreement ”), pursuant to which the Original Note Purchase Agreement was amended and restated to (i) provide for the purchase by the Lenders of up to $15.0 million aggregate principal amount of additional Notes in one or more subsequent closings on or prior to June 9, 2025 and (ii) amend all previously issued Notes to reflect terms consistent with the A&R Note Issuance Agreement.

On June 9, 2023, Appgate, Legacy Appgate, the Domestic Subsidiary Guarantors and SIS Holdings entered into an amended and restated revolving credit agreement (the “ A&R Revolving Credit Agreement ”), pursuant to which the Original Revolving Credit Agreement was amended and restated