The US Bankruptcy Court gave an order to Venator Materials PLC to obtain DIP financing on an interim basis on May 16, 2023. As per the order, the debtor has been authorized to obtain a super priority new money delayed-draw term loan facility in the amount of $100 million out of aggregate $275 million with Wilmington Savings Fund Society, FSB acting as the administrative agent. The DIP loan would either carry an interest rate of SOFR plus 10.00% per annum provided, that in the event the Required Lenders elect to receive an interest payment in kind pursuant to the Cash/PIK Election, the Debtors shall pay in cash SOFR plus 1.50% per annum plus additional interest shall accrue in kind at a rate equal to 8.50% per annum.

As per the terms of the DIP agreement, the loan carries a commitment fee of 2% p.a, Backstop Fee of 10% of the DIP New Money Commitments, an exit fee of 2.5% if the DIP obligations are satisfied in cash and 5% other than in full cash, and an extension fee of 1.25% in cash or 2.50% in kind on the then aggregate outstanding principal amount of the DIP New Money Loans to the DIP agent. The DIP facility would mature either on September 14, 2023, or on the effective date of the plan or on the date of consummation of the sale of substantially all assets, the date the Bankruptcy Court converts any of the Chapter 11 Cases to a Chapter 7 case, whichever is earlier. Adequate protection would be provided to the DIP lenders in the form of super-priority administrative expense claims which is subject to a carve-out of $8 million towards unpaid professional fees / administrative expenses and priority lien upon and security interest in the debtor?s collateral.

The proceeds of DIP financing would be used to fund debtor?s working capital needs, to pay professional fees and expenses, and to fund the Carve Out.