Better Home & Finance to retire $534M convertible notes via exchange for $110M cash and $155M new secured notes

Better Home & Finance Holding Co

Exchange of $533.9M 1% convertible notes due 2028 for $110M cash + $155M new 6% secured notes due Dec 31, 2028.
Expected to create ~$265M positive pre-tax equity value by retiring over $500M of debt at a discount.
New notes are senior secured, 6% PIK toggle, redeemable at 106-108%; covenants restrict debt, liens, restricted payments.
Investor SB Northstar LP gets non-transferrable board observer right if holding >=25% of new notes or 12% of equity.
Existing notes cancelled; closing expected April 28, 2025 subject to conditions including CEO termination agreements and mutual release.

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