Regis (RGS) Investor presentation summary

Refinancing transaction overview

• Completed refinancing on June 24, 2024, replacing the prior credit facility with a new $25 million revolving credit facility and a $105 million term loan due June 24, 2029.

• Total outstanding debt reduced by over $80 million, from approximately $190 million to $105 million, lowering gross LTM leverage from about 7.9x to 4.4x.

• Proceeds from the term loan fully refinanced the previous facility; the revolving credit facility is intended for general corporate purposes and is expected to remain largely undrawn.

• The transaction extends debt maturity from August 2025 to June 2029 and is expected to generate significant cash interest savings.

• Incremental liquidity secured to support long-term business strategy, with remaining OSP sale proceeds available for general use.

Key terms of the new credit facility

• Facility includes a $25 million revolving credit facility (with a $10 million letter of credit sub-limit) and a $105 million term loan.

• Interest rate is SOFR + 9.00%, with up to 4.50% payable in kind; rate steps down to SOFR + 8.50% if leverage falls below 3.75x.

• First priority lien on all assets, with call protection and mandatory quarterly amortization (1.0% per annum for first 8 quarters, then 2.5%).

• 75% excess cash flow sweep with step-downs, and warrants for 15% of fully diluted equity at a $7.00 strike price.

• Financial covenants include maximum leverage ratio, minimum fixed charge coverage ratio, maximum capital expenditures, and minimum liquidity.

Pro forma capitalization and liquidity

• Pro forma total debt is $105 million, with $25 million revolving credit facility commitment and $9.3 million in outstanding letters of credit.

• Estimated cash and cash equivalents of $9.0 million, resulting in total liquidity of $23.7 million.

• Pro forma cash interest expense estimated at $10.9 million.

• Net availability under the revolving credit facility expected to be about $15.7 million after accounting for letters of credit.

• Total debt to March 2024 LTM Adjusted EBITDA is 4.4x.