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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): March 16, 2021

 

EXELA TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-36788   47-1347291

(State or other jurisdiction of

incorporation or organization)

  (Commission File Number)  

(I.R.S. Employer

Identification Number)

 

2701 E. Grauwyler Rd.

Irving, TX

  75061
(Address of principal executive offices)   (Zip Code)

 

Company’s telephone number, including area code: (844) 935-2832

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class   Trading Symbol   Name of Each Exchange on Which Registered
Common Stock, Par Value $0.0001 per share   XELA   The Nasdaq Stock Market LLC

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to the registrant under any of the following provisions:

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

¨Emerging growth company

 

¨If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 

 

Item 2.02Results of Operation and Financial Condition

 

 

On March 16, 2021, Exela Technologies, Inc. (the “Company”) issued a press release providing certain preliminary, unaudited estimates of the Company’s financial performance for the quarter ended December 31, 2020. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated in this Item 2.02 by reference.

 

The information set forth in Item 7.01 of this Current Report on Form 8-K is incorporated herein by reference.

 

Item 7.01 Regulation FD Disclosure

 

On March 16, 2021, the Company posted a corporate overview and financial update to its website, which presentation includes certain unaudited operating results for the year ended December 31, 2020 (the “Presentation”). The Company is furnishing the Presentation as Exhibit 99.2 hereto. The Company is also making available a savings program update slide (the “Slide”) and is furnishing the Slide as Exhibit 99.3 hereto.

 

The Presentation and Slide are based solely on information available to the Company as of March 16, 2021. The economic environment in which the Company and its subsidiaries are operating has been subject to rapid and dramatic changes as a result of the COVID-19 pandemic and there is an even higher degree of uncertainty surrounding forecasts than would be the case in a normal operating environment. Therefore, it is possible that actual performance and results will differ from the forecasts contained in the Presentation and Slide and such differences may be material. Any financial projections or forecasts included in the Presentation and Slide were not prepared with a view toward public disclosure or compliance with the published guidelines of the U.S. Securities and Exchange Commission. The Presentation does not purport to present the Company’s financial condition in accordance with accounting principles generally accepted in the United States. The Company’s independent auditors have not examined or otherwise applied procedures to the Presentation or Slide and, accordingly, do not express an opinion or any other form of assurance with respect to the Presentation or any projections contained therein. The inclusion of the Presentation and Slide herein should not be regarded as an indication that the Company or its representatives consider the forecasts or projections contained therein to be a reliable prediction of future events, and such forecasts and projections should not be relied upon as such.

 

The information contained in Item 2.02, Item 7.01 and Exhibits 99.1, 99.2 and 99.3 of this Current Report shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be incorporated by reference into any filings under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.

 

Cautionary Statement Concerning Forward-Looking Statements

 

This Current Report on Form 8-K contains “forward-looking statements” within the meaning of federal securities laws. Words such as “expect” and “intend” and similar expressions identify forward-looking statements, which include but are not limited to statements related to our liquidity and potential financing sources. We caution you that these statements are not guarantees of future performance and are subject to numerous evolving risks and uncertainties that we may not be able to accurately predict or assess, including those in our risk factors that we identify in our most recent annual report on Form 10-K for the year ended December 31, 2019, as filed with the Securities and Exchange Commission on June 15, 2020, and any updates thereto in the Company’s quarterly reports on Form 10-Q and current reports on Form 8-K. We caution you not to place undue reliance on our forward-looking statements, which speak only as of their date, and we undertake no obligation to update this information.

 

  Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No. Description of Exhibit  
   
99.1 Press release.
99.2 Presentation.
99.3 Savings update slide.
104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.   

 

Dated: March 16, 2021  

 

  EXELA TECHNOLOGIES, INC.
     
  By: /s/ Erik L. Mengwall
    Name: Erik L. Mengwall
    Title: Secretary

 

Exhibit 99.1

 

 

Exela Technologies, Inc. Reports

Preliminary Fourth Quarter and Full Year 2020 Results

5 consecutive quarters of revenue guidance achieved

4Q Net Loss $88.9 million, 2020 Net Loss $178.5 million

4Q Adjusted EBITDA $37.2 million, 2020 Adjusted EBITDA $173.4 million

Digital Assets accelerate to 8% of 2020 revenue

Added $182 million of ACV including 14 new logos in 2020

Recently announced First Cloud Based PCH Global Contract valued at $90 million

Adding $26.8 million to March 12 liquidity levels(1)

 

Fourth Quarter 2020 Highlights:

 

·Revenue of $314.1 million, a decline of 20.2% from Q4 2019

·Operating loss of $13.9 million, compared to operating loss of $249.5 million in Q4 2019

·Net loss of $88.9 million, compared with $304.1 million in Q4 2019

·EBITDA loss(2) of $8.6 million, compared to an EBITDA loss of $234.5 million in Q4 2019

·Adjusted EBITDA(3) of $37.2 million

 

Full-Year 2020 Highlights:

 

·Revenue of $1,292.6 million, a decline of 17.3% from 2019

·Operating loss of $16.4 million, compared to operating loss of $321.2 million in 2019

·Net loss of $178.5 million, compared to $509.1 million in 2019

·EBITDA(2) of $102.9 million, compared to an EBITDA loss of $237.1 million in 2019

·Adjusted EBITDA(3) of $173.4 million

·Cost savings of $174 million in progress

·Liquidity(4) as of December 31, 2020 - $108 million

·Liquidity(4) as of March 12, 2021 - $61 million (without giving effect to $26.8(1) million equity raise or $53 million of capacity under the existing securitization facility which remains undrawn)

 

Irving, TX– March 16, 2021 – Exela Technologies, Inc. (“Exela” or the “Company”) (NASDAQ: XELA), a location-agnostic global business process automation (“BPA”) leader, announced today its preliminary financial results for the fourth quarter and year ended December 31, 2020.

 

“We are pleased to have exceeded our revenue expectations for the fourth quarter and full year 2020. While 2020 was a challenging year for everyone due to the Covid-19 pandemic, Exela continued to penetrate significant market opportunities with our technology-led automation solutions, such as those provided by our Digital Asset Group. This reflects both continued solid demand for our process automation solutions, and the ability of our global team to adapt to these unprecedented times while continuing to execute our multi-year strategy. Looking to 2021, we believe Exela has the right strategy to capitalize on profitable growth and further value creation,” said Ronald Cogburn, Chief Executive Officer of Exela.

 

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Full-Year 2020 Financial Highlights

 

·Revenue: Revenue was $1,292.6 million in 2020, a decline of 17.3% from $1,562.3 million in 2019 primarily due to pruning of transition revenue(5), lower volumes as a result of COVID-19 and strategic asset sales. Revenue for the Information and Transaction Processing Solutions segment was $1,005.0 million, representing a decline of 18.6% year-over-year. Healthcare Solutions revenue was $219.0 million, a decline of 14.7% year-over-year driven by reduced volumes primarily as a result of COVID-19. Legal and Loss Prevention Services revenue was $68.4 million, representing a decline of 4.1% from 2019. Results in Legal and Loss Prevention Services are primarily event driven with timing of revenue sometimes unpredictable. Revenue excluding pass through revenues from postage and postage handling with either zero or nominal margins (“pass through revenue”) and the previously announced low margin client exit (“LMCE”) (6) was $1,062.5 million, representing a decrease of 17.3% from $1,284.9 million in 2019. In the public sector, we are seeing temporary softness due to budget process refinements as the new administration implements policies and priorities.

 

·Operating income / (loss): Operating loss in 2020 was $16.4 million, compared with a loss of $321.2 million in 2019. The year-over-year improvement in operating loss was primarily attributable to there being no goodwill or other intangible asset impairment costs in 2020, compared with $349.6 million in 2019.

 

·Net Loss: Net Loss for 2020 was $178.5 million, compared with a net loss of $509.1 million in 2019. The year over year improvement in net loss primarily reflects the aforementioned improvement in operating loss, no goodwill or other intangible asset impairment costs and $45 million gains related to asset sales, partially offset by higher interest expense.

 

·Adjusted EBITDA: Adjusted EBITDA in 2020 was $173.4 million, compared with Adjusted EBITDA of $254.8 million in 2019. Adjusted EBITDA margin for 2020 was 13.4% compared with Adjusted EBITDA margin of 16.3% in 2019. The decrease in 2020 Adjusted EBITDA was primarily driven by lower gross profit(7) partially offset by operating leverage and planned reduction in O&R costs. Adjusted EBITDA margin, based on revenue excluding pass through revenue and the LMCE, was 16.3% in 2020, compared with 19.8% in 2019.

 

·Capital Expenditures: Capital expenditures for 2020 were 1.2% of revenue compared to 1.3% of revenue in 2019.

 

·Common Stock: As of December 31, 2020, there were 49,242,225 total shares of common stock outstanding and an additional 1,404,621 shares of common stock reserved for issuance for our outstanding preferred shares on an as-converted basis (in each case adjusting for the January 2021 1:3 reverse split).

 

·Total employees as of December 31, 2020 were 19,000 as compared to 21,000 as of September 30, 2020.

 

·Customer retention rate in 2020 of 81%.

 

·Added $182 million of ACV including 14 new logos each with TCV of over $1 million in 2020.

 

·Digital Assets Group sales were 8% of the total revenue in 2020, up from 7% in the nine months ended September 30, 2020.

 

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·$174 million of cost savings in progress; incremental cash realization of $38 million expected in 2021 due to recently completed actions.

 

·Completed non-core asset divestitures of $50 million in 2020; an additional $100-$150M of asset sales in progress.

 

Fourth Quarter 2020 Financial Highlights

 

·Revenue: Revenue for the fourth quarter of 2020 was $314.1 million, a decline of 20.2% from $393.6 million in the fourth quarter of 2019 primarily due to pruning of transition revenue(5), reduced customer volumes as a result of COVID-19 and strategic asset sales. Revenue for the Information and Transaction Processing Solutions segment was $243.5 million, a decline of 20.6% year-over-year. Healthcare Solutions revenue was $51.6 million, a decrease of 26.0% year-over-year, driven by reduced volumes primarily as a result of COVID-19. Legal and Loss Prevention Services revenue was $18.9 million, an increase of 10.7% year-over-year. Revenue excluding pass through revenue(6) was $260 million in the fourth quarter of 2020, representing a decrease of 19.6% from $323.5 million in the fourth quarter of 2019. Revenue excluding pass through revenue(6) increased 2.2% sequentially from $254.4 million in the third quarter of 2020.

 

·Operating income / (loss): Operating loss for the fourth quarter of 2020 was $(13.9) million, compared with operating loss of $(249.5) million in the fourth quarter of 2019. The year-over-year improvement in operating loss was primarily attributable to there being no goodwill or other intangible asset impairment costs in 2020, compared with $252.4 million in Q4 2019.

 

·Net Loss: Net Loss for the fourth quarter of 2020 was $88.9 million, compared with a net loss of $304.1 million in the fourth quarter of 2019 primarily due to the difference in goodwill or other intangible asset impairment costs as described above.

 

·Adjusted EBITDA: Adjusted EBITDA for the fourth quarter of 2020 was $37.2 million, a decrease of 29.9% from $53.0 million in the fourth quarter of 2019. Adjusted EBITDA margin for the fourth quarter of 2020 was 11.8%, compared with 13.5% in fourth quarter of 2019. The year over year decline in Adjusted EBITDA primarily reflects lower gross profits(7) partially offset by operating leverage and planned reduction in O&R costs. Adjusted EBITDA margin, based on revenue excluding pass through revenue, was 14.3% in the fourth quarter of 2020, compared with 16.4% in the fourth quarter of 2019.

 

·Capital Expenditures: Capital expenditures for the fourth quarter of 2020 were 2.0% of revenue compared to 1.2% of revenue in the fourth quarter of 2019.

 

Balance Sheet and Liquidity: At December 31, 2020, Exela’s total liquidity was $108 million. Exela’s total net debt at December 31, 2020 was $1.4 billion (as determined in accordance with the Company's credit agreement).

 

Debt Reduction and Liquidity Improvement

 

On November 12, 2019, Exela announced that its Board of Directors adopted a debt reduction and liquidity improvement initiative (“Initiative”), with the goal of increasing the Company’s liquidity to approximately $125.0 to $150.0 million, and repaying debt with a target debt reduction of approximately $150.0 to $200.0 million. In connection with this Initiative, Exela made two additional announcements in the fourth quarter of 2020.

 

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·On December 17, 2020, Exela announced that it entered into a 5-year, $145 million term loan facility with Angelo Gordon. The facility provides for an initial funding of approximately $92 million and subject to certain conditions a further funding of approximately $53 million. A portion of the proceeds from the initial funding were used to retire all debt outstanding under Exela’s accounts receivables securitization facility of approximately $83 million.

 

·On December 30, 2020, Exela announced that it had retained UBS Investment Bank as an additional financial advisor to assist the Company and management in pursuing alternatives to strengthen its balance sheet and enhance shareholder value.

 

·The Company believes it is on schedule for additional divestitures with expected proceeds in the range of $100.0 million to $150.0 million in the aggregate.

 

2021 Guidance

 

·Revenue range: $1.25 billion to $1.39 billion

·Gross margin range: 23% to 25%

·Adjusted EBITDA margin range: 16% to 17%

·Capital expenditures: ~1% of revenue

 

Note: Guidance is based on constant-currency.

 

Below are the notes referenced above.

 

(1)  Gross proceeds of $26.8 million from the Equity offering are before any fees and expenses. Please refer to the equity capital raise related press release dated March 15th 2021 for more details.

 

(2)  EBITDA is a non-GAAP measure. A reconciliation of EBITDA is attached to this release.

 

(3)  Adjusted EBITDA is a non-GAAP measure. A reconciliation of Adjusted EBITDA is attached to this release. A reconciliation of Adjusted EBITDA (2021 Guidance) is not available on forward-looking basis without unreasonable efforts due to the impact and timing on future operating results arising from items excludes from the measures.

 

(4)  Liquidity is defined per the third amendment of the Company’s credit agreement effective May 15, 2020 and includes $18.5 million as addbacks for fees paid for advisory and professional services paid until December 31, 2020. At December 31, 2020, total cash and cash equivalents was $68.2 million (including restricted cash not subject to legal restriction). The Company had $26 million under its global credit facilities. Additionally, the Company has $53 million capacity under the Loan and Security Agreement dated December 10, 2020 that remains undrawn in accordance with its terms.

 

(5) Transition revenue includes the exit of contracts and statements of work from certain customers that the Company believes are unpredictable, non-recurring, and were not a strategic fit to its long-term success or unlikely to achieve long-term target margins.

 

(6)  Pass through revenue is defined as postage and postage handling revenue with either zero or nominal margins. LMCE is defined as revenue from the low margin contract exit announced in the third quarter of 2018. A reconciliation of revenue net of pass-through revenue and LMCE is attached to this release.

 

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(7)  Gross Profit is defined as Revenue less cost of revenue excluding depreciation and amortization.

 

Earnings Conference Call and Audio Webcast

 

Exela will host a conference call to discuss its fourth quarter and year end 2020 financial results at 11:00 a.m. ET on March 16, 2021. To access this call, dial 833-255-2831 or +1-412-902-6724 (international). A replay of this conference call will be available through March 23, 2021 at 877-344-7529 or +1-412-317-0088 (international). The replay passcode is 10152973.

 

Exela invites all investors to ask questions that they would like addressed on the conference call. We ask individual investors to submit your questions via email to IR@exelatech.com.

 

A live webcast of this conference call will be available on the “Investors” page of the Company’s website (www.exelatech.com). A supplemental slide presentation that accompanies this call and webcast can be found on the investor relations website (http://investors.exelatech.com/) and will remain available after the call.

 

Final Results

 

The estimated financial results described above are preliminary, unaudited and represent the most recent current information available to Exela management. Exela’s actual results may differ from these estimated financial results, including due to the completion of its financial closing procedures, final adjustments that may arise between the date of this press release and the time that financial results for the fourth quarter of 2020 are finalized, and such differences may be material.

 

About Exela

 

Exela Technologies is a business process automation (BPA) leader, leveraging a global footprint and proprietary technology to provide digital transformation solutions enhancing quality, productivity, and end-user experience. With decades of experience operating mission-critical processes, Exela serves a growing roster of more than 4,000 customers throughout 50 countries, including over 60% of the Fortune® 100. With foundational technologies spanning information management, workflow automation, and integrated communications, Exela’s software and services include multi-industry department solution suites addressing finance and accounting, human capital management, and legal management, as well as industry-specific solutions for banking, healthcare, insurance, and public sectors. Through cloud-enabled platforms, built on a configurable stack of automation modules, and over 21,000 employees operating in 23 countries, Exela rapidly deploys integrated technology and operations as an end-to-end digital journey partner.

 

Find out more at www.exelatech.com

 

Follow Exela on Twitter: https://twitter.com/exelatech

Follow Exela on LinkedIn: https://www.linkedin.com/company/11174620/

 

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About Non-GAAP Financial Measures: This press release includes constant currency, EBITDA and Adjusted EBITDA, each of which is a financial measure that is not prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). Exela believes that the presentation of these non-GAAP financial measures will provide useful information to investors in assessing our financial performance, results of operations and liquidity and allows investors to better understand the trends in our business and to better understand and compare our results. Exela’s board of directors and management use constant currency, EBITDA and Adjusted EBITDA to assess Exela’s financial performance, because it allows them to compare Exela’s operating performance on a consistent basis across periods by removing the effects of Exela’s capital structure (such as varying levels of debt and interest expense, as well as transaction costs resulting from the combination of Quinpario Acquisition Corp. 2, SourceHOV Holdings, Inc. and Novitex Holdings, Inc. on July 12, 2017 (the “Novitex Business Combination”) and capital markets-based activities). Adjusted EBITDA also seeks to remove the effects of integration and related costs to achieve the savings, any expected reduction in operating expenses due to the Novitex Business Combination, asset base (such as depreciation and amortization) and other similar non-routine items outside the control of our management team.  Optimization and restructuring expenses and merger adjustments are primarily related to the implementation of strategic actions and initiatives related to the Novitex Business Combination. All of these costs are variable and dependent upon the nature of the actions being implemented and can vary significantly driven by business needs. Accordingly, due to that significant variability, we exclude these charges since we do not believe they truly reflect our past, current or future operating performance. The constant currency presentation excludes the impact of fluctuations in foreign currency exchange rates. We calculate constant currency revenue and Adjusted EBITDA on a constant currency basis by converting our current-period local currency financial results using the exchange rates from the corresponding prior-period and compare these adjusted amounts to our corresponding prior period reported results. Exela does not consider these non-GAAP measures in isolation or as an alternative to liquidity or financial measures determined in accordance with GAAP. A limitation of these non-GAAP financial measures is that they exclude significant expenses and income that are required by GAAP to be recorded in Exela’s financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of judgments by management about which expenses and income are excluded or included in determining these non-GAAP financial measures and therefore the basis of presentation for these measures may not be comparable to similarly-titled measures used by other companies. These non-GAAP financial measures are not required to be uniformly applied, are not audited and should not be considered in isolation or as substitutes for results prepared in accordance with GAAP. Net loss is the GAAP measure most directly comparable to the non-GAAP measures presented here. For reconciliation of the comparable GAAP measures to these non-GAAP financial measures, see the schedules attached to this release.

 

Restatement: As described in additional detail in the Explanatory Note to the Company’s Annual Report on Form 10-K filed with the SEC on June 9, 2020 (the “Annual Report”), the Company restated its audited consolidated financial statements in the for the years ended December 31, 2018 and 2017 and its unaudited quarterly results for the first three fiscal quarters in the fiscal year ended December 31, 2019 and each fiscal quarter in the fiscal year ended December 31, 2018 in the Annual Report. Previously filed annual reports on Form 10-K and quarterly reports on Form 10-Q for the periods affected by the restatement have not been amended. See Note 20, Unaudited Quarterly Financial Data, of the Notes to the consolidated financial statements in the Annual Report for the impact of these adjustments on each of the quarterly periods in fiscal 2018 and for the first three quarters of fiscal 2019. All amounts in this release affected by the restatement adjustments reflect such amounts as restated.

 

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Forward-Looking Statements: Certain statements included in this press release are not historical facts but are forward-looking statements for purposes of the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied by words such as “may”, “should”, “would”, “plan”, “intend”, “anticipate”, “believe”, “estimate”, “predict”, “potential”, “seem”, “seek”, “continue”, “future”, “will”, “expect”, “outlook” or other similar words, phrases or expressions. These forward-looking statements include statements regarding our industry, future events, estimated or anticipated future results and benefits, future opportunities for Exela, and other statements that are not historical facts. These statements are based on the current expectations of Exela management and are not predictions of actual performance. These statements are subject to a number of risks and uncertainties, including without limitation those discussed under the heading “Risk Factors” in the Annual Report. In addition, forward-looking statements provide Exela’s expectations, plans or forecasts of future events and views as of the date of this communication. Exela anticipates that subsequent events and developments will cause Exela’s assessments to change. These forward-looking statements should not be relied upon as representing Exela’s assessments as of any date subsequent to the date of this press release.

 

Investor and/or Media Contacts:

Vincent Kondaveeti

E: vincent.kondaveeti@exelatech.com

T: 929-620-1849

 

Mary Beth Benjamin

E: IR@exelatech.com

T: 646-277-1216

 

Source: Exela Technologies, Inc.

 

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Exela Technologies, Inc. and Subsidiaries

Consolidated Balance Sheets (UNAUDITED)

As of December 31, 2020

(in thousands of United States dollars except share and per share amounts)

 

   December 31, 
   2020   2019 
Assets          
Current assets          
Cash and cash equivalents  $68,221   $6,198 
Restricted cash   2,088    7,901 
Accounts receivable, net of allowance for doubtful accounts of $5,647 and $4,975, respectively   206,868    261,400 
Related party receivables   711    716 
Inventories, net   14,314    19,047 
Prepaid expenses and other current assets   31,091    23,663 
Total current assets   323,293    318,925 
Property, plant and equipment, net of accumulated depreciation of $193,760 and $176,995, respectively   87,851    113,637 
Operating lease right-of-use assets, net   68,861    93,627 
Goodwill   359,781    359,771 
Intangible assets, net   292,664    342,443 
Deferred income tax assets   6,606    12,032 
Other noncurrent assets   18,723    17,889 
Total assets  $1,157,779   $1,258,324 
           
Liabilities and Stockholders' Equity (Deficit)          
Liabilities          
Current liabilities          
Accounts payable  $76,027   $86,167 
Related party payables   97    1,740 
Income tax payable   2,466    352 
Accrued liabilities   126,399    121,553 
Accrued compensation and benefits   63,467    48,574 
Accrued interest   48,769    48,769 
Customer deposits   21,277    27,765 
Deferred revenue   16,377    16,282 
Obligation for claim payment   29,328    39,156 
Current portion of finance lease liabilities   12,231    13,788 
Current portion of operating lease liabilities   18,349    25,345 
Current portion of long-term debts   39,952    36,490 
Total current liabilities   454,739    465,981 
Long-term debt, net of current maturities   1,498,004    1,398,385 
Finance lease liabilities, net of current portion   13,287    20,272 
Pension liabilities, net   35,515    25,681 
Deferred income tax liabilities   9,569    7,996 
Long-term income tax liabilities   2,759    2,806 
Operating lease liabilities, net of current portion   56,814    73,282 
Other long-term liabilities   13,624    6,962 
Total liabilities   2,084,311    2,001,365 
Commitments and Contingencies (Note 14)          
           
Stockholders' equity (deficit)          
Common stock, par value of $0.0001 per share; 1,600,000,000 shares authorized; 51,693,931 shares issued and 49,242,225 shares outstanding at December 31, 2020 and 51,212,945 shares issued and 50,283,896 shares outstanding at December 31, 2019   15    15 
Preferred stock, par value of $0.0001 per share; 20,000,000 shares authorized; 3,290,050 shares issued and outstanding at December 31, 2020 and  4,294,233 shares issued and outstanding at December 31, 2019   1    1 
Additional paid in capital   446,739    445,452 
Less: Common Stock held in treasury, at cost; 2,451,706 shares at December 31, 2020 and 929,049 shares at December 31, 2019   (10,949)   (10,949)
Equity-based compensation   52,183    49,336 
Accumulated deficit   (1,390,038)   (1,211,508)
Accumulated other comprehensive loss:          
Foreign currency translation adjustment   (7,419)   (7,329)
Unrealized pension actuarial losses, net of tax   (17,064)   (8,059)
Total accumulated other comprehensive loss   (24,483)   (15,388)
Total stockholders' deficit   (926,532)   (743,041)
Total liabilities and stockholders' deficit  $1,157,779   $1,258,324 

 

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Exela Technologies, Inc. and Subsidiaries

Consolidated Statements of Operations for the years ended December 31, 2020, 2019 and 2018 (UNAUDITED)

(in thousands of United States dollars except share and per share amounts)

 

   Years ended December 31, 
   2020   2019   2018 
Revenue  $1,292,562   $1,562,337   $1,586,222 
Cost of revenue (exclusive of depreciation and amortization)   1,023,544    1,224,735    1,213,403 
Selling, general and administrative expenses (exclusive of depreciation and amortization)   186,104    198,864    184,908 
Depreciation and amortization   93,953    100,903    138,077 
Impairment of goodwill and other intangible assets   -    349,557    48,127 
Related party expense   5,381    9,501    12,403 
Operating loss   (16,420)   (321,223)   (10,696)
Other expense (income), net:               
Interest expense, net   173,878    163,449    155,991 
Debt modification and extinguishment costs   9,589    1,404    1,067 
Sundry expense (income), net   (153)   969    (3,271)
Other expense (income), net   (34,788)   14,429    (3,030)
Net loss before income taxes   (164,946)   (501,474)   (161,453)
Income tax expense   (13,584)   (7,642)   (8,353)
Net loss  $(178,530)  $(509,116)  $(169,806)
Dividend equivalent on Series A Preferred Stock related to beneficial conversion feature   -    -    - 
Cumulative dividends for Series A Preferred Stock   (1,309)   (3,309)   (3,655)
Net loss attributable to common stockholders  $(179,839)  $(512,425)  $(173,461)
Loss per share:               
Basic and diluted  $(3.66)  $(10.55)  $(3.52)

 

9

 

 

 

Exela Technologies, Inc. and Subsidiaries

Consolidated Statements of Cash Flows (UNAUDITED)

For the years ended December 31, 2020, 2019 and 2018

(in thousands of United States dollars unless otherwise stated)

 

   Years ended December 31, 
   2020   2019   2018 
Cash flows from operating activities               
Net loss  $(178,530)  $(509,116)  $(169,806)
Adjustments to reconcile net loss               
Depreciation and amortization   93,953    100,903    138,077 
Original issue discount and debt issuance cost amortization   15,117    11,777    10,913 
Debt modification and extinguishment costs   8,296    1,049    103 
Impairment of goodwill and other intangible assets   -    349,557    48,127 
Provision for doubtful accounts   422    4,304    2,767 
Deferred income tax provision   7,940    1,093    3,220 
Share-based compensation expense   2,846    7,827    7,647 
Unrealized foreign currency losses   (415)   (511)   (1,180)
Loss (gain) on sale of assets   (44,013)   556    2,687 
Fair value adjustment for interest rate swap   (375)   4,337    (2,540)
Change in operating assets and liabilities, net of effect from acquisitions               
Accounts receivable   54,980    4,410    (19,319)
Prepaid expenses and other assets   (1,289)   (4,825)   (2,820)
Accounts payable and accrued liabilities   12,157    (19,588)   8,815 
Related party payables   (352)   (14,339)   918 
Additions to outsource contract costs   (518)   (1,285)   (4,009)
Net cash provided by (used in) operating activities   (29,781)   (63,851)   23,600 
                
Cash flows from investing activities               
Purchase of property, plant and equipment   (11,663)   (14,360)   (20,072)
Additions to internally developed software   (3,825)   (6,182)   (7,438)
Cash paid for acquisition, net of cash received   (12,500)   (5,000)   (34,810)
Cash paid for earnouts   (700)   -    - 
Proceeds from sale of assets   50,126    360    3,568 
Net cash provided by (used in) investing activities   21,438    (25,182)   (58,752)
                
Cash flows from financing activities               
Repurchases of Common Stock   -    (3,480)   (7,221)
Cash paid for equity issuance costs   -    -    (7,500)
Borrowings under factoring arrangement and Securitization Facilities   297,673    68,283    - 
Principal repayment on borrowings under factoring arrangement and Securitization Facilities   (203,841)   (64,976)   - 
Cash paid for withholding taxes on vested RSUs   (7)   (223)   - 
Lease terminations   (337)   (318)   (592)
Cash paid for debt issuance costs   (16,205)   (7)   (130)
Principal payments on finance lease obligations   (12,758)   (20,465)   (16,068)
Borrowings from senior secured revolving facility   29,750    206,500    30,000 
Repayments on senior secured revolving facility   (14,200)   (141,500)   (30,000)
Proceeds from senior secured term loans   -    29,850    30,000 
Borrowings from other loans   29,260    39,153    11,557 
Principal repayments on senior secured term loans and other loans   (45,973)   (53,678)   (12,651)
Net cash provided by (used in) financing activities   63,362    59,139    (2,605)
Effect of exchange rates on cash   1,191    139    122 
Net decrease in cash and cash equivalents   56,210    (29,755)   (37,635)
Cash, restricted cash, and cash equivalents               
Beginning of period   14,099    43,854    81,489 
End of period  $70,309   $14,099   $43,854 
                
Supplemental cash flow data:               
Income tax payments, net of refunds received  $2,695   $7,882   $7,827 
Interest paid   152,678    144,456    146,076 
Noncash investing and financing activities:               
Assets acquired through right-of-use arrangements   4,372    10,732    14,920 
Leasehold improvements funded by lessor   -    -    1,565 
Settlement gain on related party payable to Ex-Sigma 2   1,287    -    - 
Accrued capital expenditures   2,124    1,402    2,820 

 

10

 

 

 

Exela Technologies

Schedule 1: Fourth Quarter Full Year 2020 vs. Fourth Quarter Full Year 2019 Financial Performance (UNAUDITED)

 

$ in millions  Q4'20   Q4'19   Change ($)   FY'20   FY'19   Change ($) 
Information and Transaction Processing Solutions   243.5    306.7    (63.2)   1,005.0    1,234.3    (229.3)
Healthcare Solutions   51.6    69.8    (18.2)   219.0    256.6    (37.6)
Legal and Loss Prevention Services   18.9    17.1    1.8    68.4    71.3    (2.9)
Total Revenue   314.1    393.6    (79.5)   1,292.6    1,562.3    (269.8)
% change   -20%   -2%        -17%          
                               
Cost of revenue (exclusive of depreciation and amortization)   255.0    314.9    (59.9)   1,023.5    1,224.7    (201.2)
Gross profit   59.1    78.7    (19.6)   269.0    337.6    (68.6)
as a % of revenue   19%   20%   -1.2%   21%   22%   -0.8%
                               
SG&A   45.9    49.7    (3.8)   186.1    198.9    (12.8)
Depreciation and amortization   25.8    24.4    1.4    94.0    100.9    (7.0)
Impairment of goodwill and other intangible assets   -    252.4    (252.4)   -    349.6    (349.6)
Related party expense   1.3    1.7    (0.4)   5.4    9.5    (4.1)
Operating (loss) income   (13.9)   (249.5)   235.6    (16.4)   (321.2)   304.8 
as a % of revenue   -4%   -63%   59.0%   -1%   -21%   19.3%
                               
Interest expense, net   44.2    43.2    1.0    173.9    163.4    10.4 
Loss on extinguishment of debt   9.6    -    9.6    9.6    1.4    8.2 
Sundry expense (income) & Other income, net   11.0    9.4    1.6    (34.9)   15.4    (50.3)
Net loss before income taxes   (78.7)   (302.1)   223.4    (164.9)   (501.5)   336.5 
Income tax expense (benefit)   10.1    2.0    8.2    13.6    7.6    5.9 
Net income (loss)   (88.9)   (304.1)   215.2    (178.5)   (509.1)   330.6 
as a % of revenue   -28%   -77%   49.0%   -14%   -33%   18.8%
                               
Depreciation and amortization   25.8    24.4    1.4    94.0    100.9    (7.0)
Interest expense, net   44.2    43.2    1.0    173.9    163.4    10.4 
Income tax expense (benefit)   10.1    2.0    8.2    13.6    7.6    5.9 
EBITDA   (8.6)   (234.5)   225.9    102.9    (237.1)   340.0 
as a % of revenue   -3%   -60%   56.8%   8%   -15%   23.1%
                               
EBITDA Adjustments                              
1 Gain / loss on derivative instruments   0.7    (0.6)   1.3    0.2    4.3    (4.1)
2 Non-Cash and Other Charges   30.7    271.9    (241.2)   8.0    407.9    (399.9)
3 Transaction and integration costs   4.9    1.5    3.4    16.6    5.7    10.9 
Sub-Total (Adj. EBITDA before O&R)   27.7    38.3    (10.6)   127.8    180.9    (53.1)
4 Optimization and restructuring expenses   9.5    14.7    (5.2)   45.6    73.9    (28.3)
Adjusted EBITDA   37.2    53.0    (15.9)   173.4    254.8    (81.4)
as a % of revenue   11.8%   13.5%   -1.6%   13.4%   16.3%   -2.9%

 

 11

 

 

 

Exela Technologies

Schedule 2: Reconciliation of Adjusted EBITDA and constant currency revenues

 

Non-GAAP constant currency revenue reconciliation    

 

   Three months ended   Twelve months ended 
($ in millions)  31-Dec-20   31-Dec-19   31-Dec-20   31-Dec-19 
Revenues, as reported (GAAP)  $314.1   $393.6   $1,292.6   $1,562.3 
Foreign currency exchange impact (1)   (4.2)        (3.4)     
Revenues, at constant currency (Non-GAAP)  $310.0   $393.6   $1,289.2   $1,562.3 

 

(1) Constant currency excludes the impact of foreign currency fluctuations and is computed by applying the average exchange rates for the three months and nine months ended December 31, 2019, to the revenues during the corresponding period in 2020.

 

Reconciliation of Adjusted EBITDA

 

   Three months ended   Twelve months ended 
($ in millions)  31-Dec-20   31-Dec-19   31-Dec-20   31-Dec-19 
Net loss (GAAP)  $(88.9)  $(304.1)  $(178.5)  $(509.1)
Interest expense   44.2    43.2    173.9    163.4 
Taxes   10.1    2.0    13.6    7.6 
Depreciation and amortization   25.8    24.4    94.0    100.9 
EBITDA (Non-GAAP)  $(8.6)  $(234.5)  $102.9   $(237.1)
Transaction and integration costs   4.9    1.5    16.6    5.7 
Optimization and restructuring expenses   9.5    14.7    45.6    73.9 
Gain / loss on derivative instruments   0.7    (0.6)   0.2    4.3 
Other Charges   30.7    271.9    8.0    407.9 
Adjusted EBITDA (Non-GAAP)  $37.2   $53.0   $173.4   $254.8 
Foreign currency exchange impact (1)   0.0         1.1    - 
Adjusted EBITDA, at constant currency (Non-GAAP)  $37.2   $53.0   $174.4   $254.8 

 

(1) Constant currency excludes the impact of foreign currency fluctuations and is computed by applying the average exchange rates for the three months and nine months ended December 31, 2019, to the adjusted EBITDA during the corresponding period in 2020. 

 

Schedule 3: Non-GAAP Revenue reconciliation & Adjusted EBITDA margin on Revenue net of pass through & LMCE

 

Non-GAAP revenue reconciliation & Adjusted EBITDA margin on revenue net of pass through & LMCE

 

   Three months ended   Twelve months ended 
($ in millions)  31-Dec-20   31-Dec-19   31-Dec-20   31-Dec-19 
Revenues, as reported (GAAP)  $314.1   $393.6   $1,292.6   $1,562.3 
(-) Postage & postage handling   54.1    70.1    230.0    275.3 
Revenue - Net of pass through (Non-GAAP)  $260.0   $323.5   $1,062.5   $1,287.0 
(-) LMCE   -    -    -    2.1 
Revenue - Net of pass through & LMCE (Non-GAAP)  $260.0   $323.5   $1,062.5   $1,284.9 
Revenue growth %   (19.6%)        (17.3%)     
                     
Adjusted EBITDA (Non-GAAP)  $37.2   $53.0   $173.4   $254.8 
                     
Adjusted EBITDA margin   14.3%   16.4%   16.3%   19.8%

 

 12

 

Exhibit 99.2

 

© 2021 EXELA TECHNOLOGIES, INC © 2021 EXELA TECHNOLOGIES, INC Unaudited Financial Results Preliminary Fourth Quarter and 2020 Annual Results “The Digital Journey Continues” March 2021

 

© 2021 EXELA TECHNOLOGIES, INC © 2021 EXELA TECHNOLOGIES, INC Unaudited Financial Results PROPRIETARY INFORMATION Today’s presenters & Exela snapshot Ron Cogburn Chief Executive Officer Shrikant Sortur Chief Financial Officer 2 Industry Trends • Digital is driving growth in B2B and B2C leaving the existing networks behind Exela’s Moat • Extensive investment in technology built on rules of customers’ processes and industry guidelines • Many patents in process, robotics, and cognitive automation Long - Standing Blue - Chip Customers • 4,000+ customers and 60+ of the Fortune 100® with average tenure of over 15 years Referenceable Technology • Fully deployed technology stack for payments and bills and intelligent data processing across banking, insurance and healthcare

 

© 2021 EXELA TECHNOLOGIES, INC Notices 3 Forward - Looking Statements Certain statements included in this presentation are not historical facts but are forward - looking statements for purposes of the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. Forward looking statements generally are accompanied by words such as “may”, “shoul d”, “would”, “plan”, “intend”, “anticipate”, “believe”, “estimate”, “predict”, “potential”, “seem”, “seek”, “continue”, “future”, “will”, “expect”, “outlook” or other similar words, phrases or expressions . T hese forward - looking statements include statements regarding our industry, future events, estimated or anticipated future results and benefits, future opportunities for Exela, and other statements that are n ot historical facts. These statements are based on the current expectations of Exela management and are not predictions of actual performance. These statements are subject to a number of risks and uncerta int ies, including without limitation those discussed under the heading “Risk Factors” in the. In addition, forward - looking statements provide Exela’s expectations, plans or forecasts of future events and views as of the date of this communication. Exela anticipates that subs eq uent events and developments will cause Exela’s assessments to change. These forward - looking statements should not be relied upon as representing Exela’s assessments as of any date subsequent to the date of this presentation. Non - GAAP Financial Measures and Related Information This presentation includes constant currency, EBITDA and Adjusted EBITDA, each of which is a financial measure that is not pr epa red in accordance with U.S. generally accepted accounting principles(“GAAP”). Exela believes that the presentation of these non - GAAP financial mea sures will provide useful information to investors in assessing our financial performance, results of operations and liquidity and allows investors to better understand the trends in our business and to bet ter understand and compare our results. Exela’s board of directors and management use constant currency, EBITDA and Adjusted EBITDA to assess Exela’s financial performance, because it allows them to compare Exela’s operating performance on a consistent basis across periods by removing the effects of Exela’s capital structure (such as varying levels of debt and interest expense, as well as transaction costs resulting from the combi na tion of Quinpario Acquisition Corp. 2, SourceHOV Holdings, Inc. and Novitex Holdings, Inc. on July 12, 2017 (the “Novitex Business Combination”) and capital markets - ba sed activities).Adjusted EBITDA also seeks to remove the effects of integration and related costs to achieve the savings, any expected reduction in operating expenses due to the Novitex Busines s C ombination, asset base (such as depreciation and amortization) and other similar non - routine items outside the control of our management team. Optimization and restructuring expenses and merger adjustm ents are primarily related to the implementation of strategic actions and initiatives related to the Novitex Business Combination. All of these costs are variable and dependent upon the nature of the ac tions being implemented and can vary significantly driven by business needs. Accordingly, due to that significant variability, we exclude these charges since we do not believe they truly reflect our pas t, current or future operating performance. The constant currency presentation excludes the impact of fluctuations in foreign currency exchange rates. We calculate constant currency revenue and Adjusted E BIT DA on a constant currency basis by converting our current - period local currency financial results using the exchange rates from the corresponding prior - period and compare these adjusted amounts to ou r corresponding prior period reported results. Exela does not consider these non - GAAP measures in isolation or as an alternative to liquidity or financial measures determined in accordance with GAAP. A lim itation of these non - GAAP financial measures is that they exclude significant expenses and income that are required by GAAP to be recorded in Exela’s financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of judgments by mana ge ment about which expenses and income are excluded or included in determining these non - GAAP financial measures and therefore the basi s of presentation for these measures may not be comparable to similarly - titled measures used by other companies. These non GAAP financial measures are not required to be uniformly applied, a re not audited and should not be considered in isolation or as substitutes for results prepared in accordance with GAAP. Net loss is the GAAP measure most directly comparable to the non - GAAP measures pre sented here. For reconciliation of the comparable GAAP measures to these non - GAAP financial measures, see the schedules attached to this presentation. Preliminary Unaudited Results The estimated financial results described herein are preliminary, unaudited and represent the most recent current information av ailable to Exela management. Exela’s actual results may differ from these estimated financial results, including due to the completion of its financial closing procedure s, final adjustments that may arise between the date of this press release and the time that financial results for the fourth quarter of 2020 are finalized, and such differences may be material. Final data wi ll be included in Exela’s Annual Report on Form10 - K for the period ended December 31, 2020. Restatement As described in additional detail in the Explanatory Note to the Company’s Annual Report on Form 10 - K filed with the SEC on June 9, 2020 (the “Annual Report”), the Company restated its audited consolidated financial statements for the years ended December 31, 2018 and 2017 and its unaudited quarterly results for the first three fiscal quarters in the fiscal year ended December 31, 2019 and each fiscal quarter in the fiscal year ended December 31, 2018 in the Annual Report. Previously filed annual reports on Form 10 - K and quarterly reports on Form 10 - Q for the periods affected by the restatement have not been amended. See Note 20, Unaudited Quarterly Financial Data, of the Notes to the consolidated financia l s tatements in the Annual Report for the impact of these adjustments on each of the quarterly periods in fiscal 2018 and for the first three quarters of fiscal 2019. All amounts in this release aff ect ed by the restatement adjustments reflect such amounts as restated. Rounding Due to rounding, numbers presented throughout this document may not add up precisely to the totals provided and percentages m ay not precisely reflect absolute figures.

 

© 2021 EXELA TECHNOLOGIES, INC 4 • Revenue of $1.29B, a 17% decrease yoy primarily due to COVID - 19, transition revenue and sale of assets. • Digital Assets Group sales grew to comprise 8% of the total revenue in FY 2020 up from 7% in the YTD Q3 2020 period • Recently announced $90M TCV 10 - yr contract for first cloud - hosted PCH Global license for a major Healthcare insurer • Added $182M of ACV with 14 new logos each with TCV over $1M in 2020 • Adjusted EBITDA $173M, a 32% decrease yoy ; Adjusted EBITDA margin: 13% vs 16% yoy • $174M of cost savings in progress; Incremental cash realization of $38M in FY 2021 due to recently completed actions • Adding $27M to liquidity levels upon successful completion of equity raise Progress on key strategic initiatives • Completed non - core asset divestitures worth $50M; additional $100 - $150M of asset sales in progress • Exited non - strategic transition revenue and partially eliminated related stranded costs • Liquidity as of December 31, 2020 - $108M; Liquidity as of March 12, 2021 - $61M (without giving effect to $27M million equity raise or $53 million of capacity under the existing securitization facility that remains undrawn) • $145M 5 - year Term Loan to refinance existing AR securitization facility • Engaged UBS to pursue strategic alternatives to further strengthen the balance sheet Note: TCV defined as Total Contract Value over the life of the contract. Liquidity as defined per the third amendment of the credit agreement effective May 15, 2020. Additionally, the Company has $53 million capacity under the Loan and Security Agreement dated December 10, 2020 tha t remains undrawn in accordance with its terms. Exela 2020 Highlights Achieved quarterly guidance 5 times in a row even in the wake of COVID - 19 uncertainty

 

© 2021 EXELA TECHNOLOGIES, INC 5 Exela at a glance Leader in business process management solutions globally PROVEN TRACK RECORD 30+ Years of Experience in Business Process Automation 4,000+ Global Customers Across 14 Industry Verticals 60+ Percent of the Fortune ® 100 Partners with Exela 1,100+ Facilities Managed 50+ Countries 150+ Delivery Centers 2K+ IT Professionals 19K+ Employees GLOBAL FOOTPRINT Current and Emerging Solutions Liquidity Solutions: • Procure - to - Pay • Order - to - Cash • Expense management Payment Technologies and Services Human Capital Management Healthcare Payers and RCM Work from Anywhere (WFA) Technologies and Services Information Management and Communications

 

© 2021 EXELA TECHNOLOGIES, INC Significant whitespace with under 1% of TAM penetration 6 (1) Sourced from 2017 Gartner and Nomura Instinet research at time of Exela creation. 2022 TAM $207B Public Sector $22B Tech & Manufacturing $29B P&C / Insurance $15B Banking & Financial Services $54B Commercial & Other $81B Healthcare $7B 2022 TAM: $207B Legal $64M Tech & Manufacturing $81M P&C / Insurance $133M Banking & Financial Services $346M Commercial & Other $249M Healthcare $298M Public Sector $122M Total $1.3B Exela FY 2020 Revenue by Industry Total Addressable Market (TAM) (1) growing at 5% CAGR

 

© 2021 EXELA TECHNOLOGIES, INC All Other Customers 28% Solutions positioned for growth 7 Revenue Breadth, Diversity, Low Industry & Customer Concentration and Referenceable Solutions United States 82% Europe 16% Other 2% Banking & Financial Services 27% Tech & Manufacturing 6% Legal 5% Healthcare 23% Commercial 19% P&C Insurance 10% Public Sector 9% Top 20 Customers 34% Top 21 - 100 Customers 26% Top 101 - 200 Customers 12% Digital Assets 8% Business Process Automation Enabled by Digital 92% (1) Calculated on revenue for the twelve months ended December 31, 2020. (2) Calculated on revenue for the last twelve months ended December 31, 2020. Industries (2) Digital Foundations (1) Regions (1) Customers (2)

 

© 2021 EXELA TECHNOLOGIES, INC Key part of the critical supply chain infrastructure in multiple countries 8 Exela Presence Nuclear Reactors, Materials & Waste Defense Industrial Base Mailroom & Facilities Mgmt. Medical Records & RCM Procure - to - Pay Solutions Check Clearing & Loan Origination Claims Processing & RCM Data Management & Tax Processing Top 5 Telecom: 400M Subscribers $600Bn annual bills 1,100+ Facilities Managed Top 10 Banks: ~50% Total US Deposits 200+ Hospitals & Healthcare Providers Over 5 PB of Data Stored Over 200M Insured + 20M Veterans IRS and State Departments of Revenue DOJ; DOI; DHS; FBI; VA; House of Reps Utility Bills & Payments 40+ Utilities Communications Chemical Critical Manufacturing Commercial Facilities Dams Healthcare & Public Health Information Technology Food & Agriculture Energy Emergency Services Government Facilities Financial Water Transportations Systems Master Data Management Mailroom, Billing & Legal Claims

 

© 2021 EXELA TECHNOLOGIES, INC Unaudited financial results 9 Exela’s technology and services reach a majority of the US population FEDERAL STATE HEALTHCARE BANKING LEGAL COMMERCIAL All Tax Payers (non - electronic) 95+ Million Citizens 200M+ Subscribers 20M+ Veterans 100M+ Accounts 50% US Deposits 10M+ Claimants 13M+ Employees 100% IRS Remittances (lockbox payments) 30% US Population in DOR States Serviced 700,000 Complex Claims Processed Daily $1T+ Deposits Processed Annually $20B Funds Distributed $600B Bills Processed Annually • DHS | DOJ | FBI • IRS • USPS • House of Reps • Dept. of Interior • Dept. of Agriculture • 25 State DORs • Dept. of Economic Security • DoT / DMV • Police Departments • Dept. of Water • Department of VA • Top 5 Payers • 200+ HC Facilities • Medicaid • 6/15 Top Pharma • Top 10 USB Banks • 120 Global Banks • 98% AM Law 100 • OCC Mortgage • National Mortgage • Microsoft Antitrust • Target Data Breach • VW Emission • 60% Fortune ® 100 • Top 5 Telecom • 8/10 Top Retail • 50+ Insurance • 40+ Utility • Tax Processing • Immigration Processing • Mailroom, Data and Document Mgmt. • Tax Processing • Court Records • Benefit Administration • Data & Document Mgmt. • VA Medical Records • Revenue Cycle Mgmt. • Claims Processing • Insurance Enrollment • Remittance Processing • Loan Origination • Interbank Clearing • KYC/AML • Claims Administration • Labor & Employment • Anti - trust, Securities & Consumer Finance • Financial Remediation • Order - to - Cash • Procure - to - Pay • Master Data Mgmt. • Workflow Automation • Human Capital Management VOLUMES CUSTOMERS CRITICALITY US CITIZENS

 

© 2021 EXELA TECHNOLOGIES, INC 10 Exela’s Top 15 Customers – Long Tenured and Growing (1) ($ in millions) Description Tenure (in years) Engagement Model Customer 1 One of the Top 5 US Banks 14 Sole / Dual Customer 2 United States Department of Veteran Affairs 13 Dual Customer 3 One of the Top 5 US Healthcare Insurance Companies 21 Sole / Dual / Multi Customer 4 Leading Healthcare Insurance Company 16 Sole / Dual Customer 5 Leading financial services and auto loan provider 8 Sole Customer 6 One of the Big 4 Accounting firms 16 Multi Customer 7 Leading Healthcare Revenue Cycle Management Company 4 Sole Customer 8 State Government 15 Multi Customer 9 Leading Pharmaceutical Company 18 Dual Customer 10 One of the Top 10 US Banks 18 Dual Customer 11 One of the Top 5 US Banks 18 Multi Customer 12 One of the Top 5 Technology Companies 18 Multi Customer 13 One of the Top 10 US Banks and Financial Services Companies 18 Multi Customer 14 One of the Top 5 US Banks 17 Multi Customer 15 Leading Healthcare Company 18 Multi (1) Excludes certain Customers exited as part of the transition revenue. Average Tenure - 15 Years

 

© 2021 EXELA TECHNOLOGIES, INC PROPRIETARY INFORMATION © 2021 EXELA TECHNOLOGIES, INC What that means for Exela and its customers Building digital roads to repair customers’ broken processes 11 ~5 billion transactions annually Growing TAM Untapped potential Our mission is to grow as a trusted partner of our customers on their strategic journey • Building digital roads between legacy platforms and emerging standards to address the needs of the future • Secure open networks to enable better liquidity management and new services

 

© 2021 EXELA TECHNOLOGIES, INC In 2020, New business won as % of revenue remained in - line with historical trends (1) 12 ($ in millions) FY 2018A Q1 2019A Q2 2019A Q3 2019A Q4 2019A FY 2019A Q1 2020A Q2 2020A Q3 2020A Q4 2020A FY 2020A New Business $234 $68 $53 $48 $38 $207 $58 $35 $30 $60 $182 Renewal 222 72 43 102 47 264 27 45 41 57 169 Total $456 $140 $96 $150 $85 $471 $85 $80 $70 $116 $351 $456 $471 $351 $322 $439 $483 29% 30% 27% FY 2018A FY 2019A FY 2020E Closed Won Closed Lost Closed Won % of Total Revenue ($ in millions) (1) Calculated as the ratio of closed won and annual revenue in each of the respective years. 2018: $456/$1,586 (29%), 2019: $4 71/$1,562 (30%) and 2020: $351/$1,293 (27%) (2) Measured by annual contract value in millions (3) Excludes transactions where there was no decision and/or a disqualification Closed Won and Closed Lost by Year (2) Annual Contract Value Signings by Quarter (3) Awarded $188 million in September 2020 from VA under a teaming agreement with General Dynamics for VICCS over a 5 - year term 8 9 14 New Logos with > $1M TCV

 

© 2021 EXELA TECHNOLOGIES, INC Exela's business has proven to be resilient during COVID - 19 13 ` Agile business model Result Revenue & Business Model • Customers consider adopting the Digital Asset Group and Business Process Automation models for our solutions and services • Flexibility in the business model and quick response teams enabled adjustments to operational capacity in order to match Customer demand levels, mitigating gross margin impact Demand for technology led solutions in healthcare, bills and payments is showing signs of recovery within the existing customer base Quality and SLA achievements enabled by digital foundation Operating Model • Adoption of the Work from Anywhere ("WFA") model for Exela employees, with possibility to increase to over 50% of employees • Except for senior members, most exempt employees' productivity levels are lower by approximately 20% or more • Organizational effectiveness varies by country with delivery organizations most impacted: ~35% to 40% in some countries • Real - estate footprint consolidation enabled by WFA Successfully rolled out WFA for 10,000+ employees WFA enables resilient, secure and efficient environment Plans to exit 35% of existing facilities

 

© 2021 EXELA TECHNOLOGIES, INC Exela’s digital foundation enables easier process integration $1.3 Billion revenue in 2020 delivered by fully operational 7 - Layer stack 14 Desktop EDI Web Mobile DigitalNow ® End - to - End Process Platform Integrations Process Components Intelligent Workflow Automation Information Management Data Fabric Front - End Software (B2B/B2C/SaaS) ERPs Industry Platforms and Networks Mail Web Portal EDI Email/Fax Exela’s front - end applications (branded or private label) directly interfacing with end - user experience Full - cycle operations and technology for multi - channel processing through execution of business outcomes Exela platforms directly connected to customers’ core systems, accessed through SSO and common interfaces Operations partner for component(s) of larger process, handing off output files for downstream execution Digital connectivity and automated decisioning driving productivity and quality Digital classifications, data enhancement, and normalization driving downstream processes improvements Host, gather, extract all types of structed and unstructured data, digital and analog 7 6 5 4 3 2 1 Digital Mailroom

 

© 2021 EXELA TECHNOLOGIES, INC Exela’s capabilities go beyond one class of competitor 15 Bills and Payments Enterprise Software BPO

 

© 2021 EXELA TECHNOLOGIES, INC Reported accounting segment snapshot as of FY 2020 16 Information & Transaction Processing Solutions Healthcare Solutions Legal & Loss Prevention Services Segment Overview • Enterprise Information Management • Banking, Finance & Accounting • Payment, and Public Sector Solutions • Unified Communications Services • Digital Services • Document Logistics • Revenue cycle solutions and information management • Payer Solutions • Processing and administration of legal claims and settlements FY 20 Revenue/ Gross Margin $1,005M / 19% $219M / 27% $68M / 29% Revenue Model Primarily transaction - based pricing (with minimum volume guarantees) as well as annual licensing and fixed management fees Primarily transaction - based pricing (with minimum volume guarantees) as well as annual licensing and fixed management fees Time and materials based and transaction - based pricing models Contract Tenure 1 - 5 years with typical contract of 3 years 1 - 5 years with typical contract of 3 years Duration varies from 3 months to multiple years for large settlements Total employees as of December 31, 2020 were 19,000 as compared to 21,000 as of September 30, 2020

 

© 2021 EXELA TECHNOLOGIES, INC Q4 2020 Preliminary Income statement and Adjusted EBITDA highlights 17 Revenue: Exceeded the guidance range for the Q4 2020 quarter ($300 - 310M). 20% decline yoy driven by lower transaction volumes since mid - March as a result of COVID - 19, transition revenue and sale of assets COGS/margin: Decreased 120 bps on a yoy basis primarily due to non - cash charges related to a facility exit offset by better cost and capacity management and reduction of stranded costs attributable. Q4 Gross Profit Margin declined sequentially due to non - cash charges due to facility exit, business mix change, year - end accrual of paid time off charges related to carry over of vacation time and benefit in Q3 related to CARES Act credits SG&A: Declined by 8% but included higher professional fees and advisory costs Adjusted EBITDA margin: Declined by 160 bps primarily due to lower gross profits coupled with operating leverage and lower O&R charges Capex: $6M in Q4 2020 including additions to internally developed software for Q4 2020 representing ~2% of revenue Liquidity: $108M as of December 31, 2020 as per the credit agreement definition consisting of $63M of cash and an additional $26M of availability under global credit facilities. Additionally, the Company has $53 million capacity under the Loan and Security Agreement dated December 10, 2020 that remains undrawn in accordance with its terms $ in millions Q4'20 Q4'19 Change ($) Information and Transaction Processing Solutions 243.5 306.7 (63.2) Healthcare Solutions 51.6 69.8 (18.2) Legal and Loss Prevention Services 18.9 17.1 1.8 Total Revenue 314.1 393.6 (79.5) % change -20% -2% Cost of revenue (exclusive of depreciation and amortization) 255.0 314.9 (59.9) Gross profit 59.1 78.7 (19.6) as a % of revenue 19% 20% -1.2% SG&A 45.9 49.7 (3.8) Depreciation and amortization 25.8 24.4 1.4 Impairment of goodwill and other intangible assets - 252.4 (252.4) Related party expense 1.3 1.7 (0.4) Operating (loss) income (13.9) (249.5) 235.6 as a % of revenue -4% -63% 59.0% Interest expense, net 44.2 43.2 1.0 Loss on extinguishment of debt 9.6 - 9.6 Sundry expense (income) & Other income, net 11.0 9.4 1.6 Net loss before income taxes (78.7) (302.1) 223.4 Income tax expense (benefit) 10.1 2.0 8.2 Net income (loss) (88.9) (304.1) 215.2 as a % of revenue -28% -77% 49.0% Depreciation and amortization 25.8 24.4 1.4 Interest expense, net 44.2 43.2 1.0 Income tax expense (benefit) 10.1 2.0 8.2 EBITDA (8.6) (234.5) 225.9 as a % of revenue -3% -60% 56.8% EBITDA Adjustments 1 Gain / loss on derivative instruments 0.7 (0.6) 1.3 2 Non-Cash and Other Charges 30.7 271.9 (241.2) 3 Transaction and integration costs 4.9 1.5 3.4 Sub-Total (Adj. EBITDA before O&R) 27.7 38.3 (10.6) 4 Optimization and restructuring expenses 9.5 14.7 (5.2) Adjusted EBITDA 37.2 53.0 (15.9) as a % of revenue 11.8% 13.5% -1.6%

 

© 2021 EXELA TECHNOLOGIES, INC FY 2020 Preliminary Income statement and Adjusted EBITDA highlights 18 Revenue: Exceeded the quarterly guidance range for all the 2020 quarters despite the uncertainty due to the pandemic. 17% decline yoy driven by lower transaction volumes since mid - March as a result of COVID - 19, transition revenue and sale of assets COGS/margin: Decreased 80 bps on a yoy basis primarily due to lower revenue offset by implementation of capacity management, savings actions and partial elimination of stranded costs SG&A: Declined by 6% but included higher professional fees and advisory costs Adjusted EBITDA margin: Declined by 290 bps primarily due to lower gross profits coupled with operating leverage and lower O&R charges Capex: $16M in FY 2020 including additions to internally developed software representing ~1% of revenue fairly asset light model $ in millions FY'20 FY'19 Change ($) Information and Transaction Processing Solutions 1,005.0 1,234.3 (229.3) Healthcare Solutions 219.0 256.6 (37.6) Legal and Loss Prevention Services 68.4 71.3 (2.9) Total Revenue 1,292.6 1,562.3 (269.8) % change -17% Cost of revenue (exclusive of depreciation and amortization) 1,023.5 1,224.7 (201.2) Gross profit 269.0 337.6 (68.6) as a % of revenue 21% 22% -0.8% SG&A 186.1 198.9 (12.8) Depreciation and amortization 94.0 100.9 (7.0) Impairment of goodwill and other intangible assets - 349.6 (349.6) Related party expense 5.4 9.5 (4.1) Operating (loss) income (16.4) (321.2) 304.8 as a % of revenue -1% -21% 19.3% Interest expense, net 173.9 163.4 10.4 Loss on extinguishment of debt 9.6 1.4 8.2 Sundry expense (income) & Other income, net (34.9) 15.4 (50.3) Net loss before income taxes (164.9) (501.5) 336.5 Income tax expense (benefit) 13.6 7.6 5.9 Net income (loss) (178.5) (509.1) 330.6 as a % of revenue -14% -33% 18.8% Depreciation and amortization 94.0 100.9 (7.0) Interest expense, net 173.9 163.4 10.4 Income tax expense (benefit) 13.6 7.6 5.9 EBITDA 102.9 (237.1) 340.0 as a % of revenue 8% -15% 23.1% EBITDA Adjustments 1 Gain / loss on derivative instruments 0.2 4.3 (4.1) 2 Non-Cash and Other Charges 8.0 407.9 (399.9) 3 Transaction and integration costs 16.6 5.7 10.9 Sub-Total (Adj. EBITDA before O&R) 127.8 180.9 (53.1) 4 Optimization and restructuring expenses 45.6 73.9 (28.3) Adjusted EBITDA 173.4 254.8 (81.4) as a % of revenue 13.4% 16.3% -2.9%

 

© 2021 EXELA TECHNOLOGIES, INC Strong revenue visibility driven by recurring revenue 19 19 (1) Calculated by excluding certain Customers exited as part of the transition revenue. Calculated as annualized contract val ue (“ACV”) of contracts renewed as percentage of ACV of total contracts up for renewal. Customer Renewal Rates (1) (%) High Renewal Rates Driven by: • Ability to meet exceptionally high SLA’s even during COVID - 19 • Important partner for our customers’ digital journey • High switching costs • 2020 Renewal rates were negatively impacted by the COVID - 19 pandemic • ~90% of next 12 months revenue is highly visible at any point in time • Renewal rates expected to return to pre - COVID - 19 levels of over 90% 88% 91% 94% 81% FY 2017A FY 2018A FY 2019A FY 2020A

 

© 2021 EXELA TECHNOLOGIES, INC Operating leverage improvement - Savings program update 20 20 20 Note: Completed initiatives represent $243.6 million of run rate savings across Headcount ($152.5 million), Vendor ($76.4 mil lio n), and Lease ($14.7 million) saving initiatives. Recently Executed Savings Overview ($ in millions) Q1 2021 Q2 2021 Q3 2021 Q4 2021 FY 2021E Cash Realization $9.6 $9.8 $8.8 $9.8 $38.0 Cost Savings Program Overview • In - progress initiatives represent $174.2 million of run rate savings across Headcount ($136.1 million), Vendor ($13.0 million), and Lease ($25.0 million) • Largest driver of savings is headcount reductions from process standardization, automation, right sizing efforts and elimination of stranded costs Savings include headcount reduction, equipment consolidation and consolidation of 5 facilities

 

© 2021 EXELA TECHNOLOGIES, INC 2021 Financial Outlook and Operating Model Considerations 21 Revenue • Normalization of pre - COVID - 19 volumes expected in 2021 • Renewal rates to return to historical levels pre - COVID - 19 • Continued momentum in winning new business Estimated Range: $1,250 - $1,390 million Gross Profit Margin • Improved operating leverage resulting from the normalization of volumes to pre - COVID - 19 levels • Increased productivity of existing employee base and higher utilization of production infrastructure Estimated Range: 23 - 25% of revenue Adj EBITDA (1) Margin • Improved operating leverage resulting from the scaling of revenue with minimal additions to production infrastructure • Reduction in professional and legal expenses due to normalization of capital structure Estimated Range: 16 - 17% of revenue Capex and Working Capital • Capex levels of approximately 1% of revenue , in line with historic levels • Working capital in line with historic levels and recent trends

 

© 2021 EXELA TECHNOLOGIES, INC PROPRIETARY INFORMATION © 2021 EXELA TECHNOLOGIES, INC Exela Highlights 22 • Category - leading platform in the Business Process Management industry • Well - positioned in large, information - intensive industries • Digital foundation enabling technology - led solutions referenceable in key industries • Diversified across customers and end - markets with significant growth potential • Resilient business model affirmed during COVID - 19 • Strong visibility driven by recurring revenue • Asset - light financial model with significant FCF generation • Variable cost structure with operational leverage • Technology led automation driving margin expansion • Experienced management with significant industry experience

 

© 2021 EXELA TECHNOLOGIES, INC 23 Appendix / Reference

 

© 2021 EXELA TECHNOLOGIES, INC Reconciliation of non - GAAP measures – Revenue and Adj EBITDA 24 Non-GAAP constant currency revenue reconciliation 31-Dec-20 31-Dec-19 31-Dec-20 31-Dec-19 Revenues, as reported (GAAP) $314.1 $393.6 $1,292.6 $1,562.3 Foreign currency exchange impact (1) (4.2) (3.4) Revenues, at constant currency (Non-GAAP) $310.0 $393.6 $1,289.2 $1,562.3 Reconciliation of Adjusted EBITDA 31-Dec-20 31-Dec-19 31-Dec-20 31-Dec-19 Net loss (GAAP) ($88.9) ($304.1) ($178.5) ($509.1) Interest expense 44.2 43.2 173.9 163.4 Taxes 10.1 2.0 13.6 7.6 Depreciation and amortization 25.8 24.4 94.0 100.9 EBITDA (Non-GAAP) ($8.6) ($234.5) $102.9 ($237.1) Transaction and integration costs 4.9 1.5 16.6 5.7 Optimization and restructuring expenses 9.5 14.7 45.6 73.9 Gain / loss on derivative instruments 0.7 (0.6) 0.2 4.3 Other Charges 30.7 271.9 8.0 407.9 Adjusted EBITDA (Non-GAAP) $37.2 $53.0 $173.4 $254.8 Foreign currency exchange impact (1) 0.0 1.1 - Adjusted EBITDA, at constant currency (Non-GAAP) $37.2 $53.0 $174.4 $254.8 (1) Constant currency excludes the impact of foreign currency fluctuations and is computed by applying the average exchange rates for the three months and twelve months ended December 30, 2019, to the revenues during the corresponding period in 2020. ($ in millions) Three months ended Twelve months ended (1) Constant currency excludes the impact of foreign currency fluctuations and is computed by applying the average exchange rates for the three months and twelve months ended December 30, 2019, to the revenues during the corresponding period in 2020. ($ in millions) Three months ended Twelve months ended

 

© 2021 EXELA TECHNOLOGIES, INC Reconciliation of non - GAAP measures – Revenue and Adj EBITDA Margin 25 31-Dec-20 31-Dec-19 31-Dec-20 31-Dec-19 Revenues, as reported (GAAP) $314.1 $393.6 $1,292.6 $1,562.3 (-) Postage & postage handling 54.1 70.1 230.0 275.3 Revenue - Net of pass through (Non-GAAP) $260.0 $323.5 $1,062.5 $1,287.0 (-) LMCE - - - 2.1 Revenue - Net of pass through & LMCE (Non-GAAP) $260.0 $323.5 $1,062.5 $1,284.9 Revenue growth % (19.6%) (17.3%) Adjusted EBITDA (Non-GAAP) $37.2 $53.0 $173.4 $254.8 Adjusted EBITDA margin 14.3% 16.4% 16.3% 19.8% ($ in millions) Three months ended Twelve months ended

 

© 2021 EXELA TECHNOLOGIES, INC Additional Details 26 ($ in millions) As of December 31, 2020 As of March 12, 2021 Liquidity (1) including cash and availability under global credit facilities $107.8 $60.7 Committed and undrawn under existing securitization facility 53.0 53.0 Total $160.8 $113.7 Note: Liquidity as defined per the third amendment of the credit agreement effective May 15, 2020. Additionally, the Company has $53 million capacity under the Loan and Security Agreement dated December 10, 2020 that r emains undrawn in accordance with its terms. (1) Includes $18.5 million and $19.9 million as addbacks for fees paid for advisory and professional services paid until 12. 31.2020 and 3.12.2021, respectively. Does not include $26.8M gross proceeds from equity offering announced March 15, 2021

Exhibit 99.3

 

© 2020 EXELA TECHNOLOGIES, INC PROPRIETARY & CONFIDENTIAL Operating leverage improvement - Savings program update 1 (1) Note: $51 million of Optimization & Restructuring expenses in the Adj. EBITDA for the LTM period ending 9.30.2020 are par t o f the in - progress initiatives and are expected to roll off by Q4 2021. $10mm of the program's In - Progress initiatives are expected to be achieved after Q4 2021. This Presentation contains forward - looking statements within the meaning of the safe harbor provisions of the U.S. Private Secur ities Litigation Reform Act of 1995. For this purpose, any statements that are not statements of historical fact may be deemed to be forward - looking statements. These statements are not guarantees of future performance and undue reliance sho uld not be placed on them. The Company undertakes no obligation to update forward - looking statements if circumstances or management’s estimates or opinions should change except as required by applicable securities l aws . Recently Executed Savings Overview ($ in millions) Q1 2021 Q2 2021 Q3 2021 Q4 2021 FY 2021E Cash Realization $9.6 $9.8 $8.8 $9.8 $38.0 Cost Savings Program Overview Quarterly Run Rate Value - $M (2019 - 2021) 1 • Exela engaged a global professional consultancy firm to conduct a detailed assessment of the cost savings program • Completed initiatives (~58% of total cost savings program) represent $243.6 million of run rate savings across Headcount ($152.5 million), Vendor ($76.4 million), and Lease ($14.7 million) savings initiatives • In - progress initiatives (~42% of total cost savings program) represent $174.2M of run rate savings across Headcount ($136.1 million), Vendor ($13.0 million), and Lease ($25.0 million) • Largest driver of savings is headcount reductions from process standardization, automation and right sizing efforts $22 $15 $21 $17 $18 $13 $17 $5 $39 $37 $31 $30 $28 Q1'19 Q2'19 Q3'19 Q4'19 Q1'20 Q2'20 Q3'20 Q4'20 Q1'21 Q2'21 Q3'21 Q4'21 Complete In-Progress Savings include Headcount reduction, equipment consolidation and consolidation of 5 facilities