M&A - COMTECH TELECOMMUNICATIONS CORP /DE/

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Form Type: SCHEDULE 13D/A

Filing Date: 2025-03-04

Corporate Action: Acquisition

Type: Update

Accession Number: 000090266425001332

Filing Summary: This document is Amendment No. 3 to the Schedule 13D concerning Comtech Telecommunications Corp, filed on March 4, 2025. It reports changes related to the ownership of Series B-3 Convertible Preferred Stock, which resulted from exchanges with Series B-2 Convertible Preferred Stock. The amendment details acquisitions by White Hat Strategic Partners LP and White Hat Strategic Partners II LP, including a Subscription and Exchange Agreement that introduced changes in rights for holders of Series B-3 stock. The encapsulated terms of the agreement specify the issuance of shares, including liquidation preferences and voting rights. It also indicates a new Voting Agreement and a Registration Rights Agreement were entered in conjunction with these equity changes. The document mentions the waiver of default covenant in the Subordinated Credit Agreement following the agreement's signing. It highlights Mr. Quinlan's resignation as Chairman of the Board effective November 26, 2024, while remaining as a director. As of the filing date, no transactions in common shares occurred in the past sixty days and outlines new conversion prices for the preferred stock—which impact overall voting and ownership stakes within the company. All changes reflected consider the company's deeper financial structuring associated with convertible securities and leverage ratios.

Document Link: View Document

Additional details:

Shares Held: 3353517

Type Of Shares: Series B-3 Convertible Preferred Stock


Liquidation Preference: 1104.48

Per Share Value: $7.99


Incremental Facility Amount: 40000000


Default Waiver Status: waived

Covenant Details: Net Leverage Ratio and Fixed Charge Coverage Ratios for second quarter of fiscal 2025


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