Fusion Completes Debt Refinancing and Announces New $40

NEW YORK, NY --(Marketwired - September 08, 2015) - Fusion ( NASDAQ : FSNN ), a leading provider of cloud services, today announced that the Company has completed a debt refinancing that includes a new senior secured credit facility with Opus Bank ( NASDAQ : OPB ). This refinancing provides Fusion with a significantly lower cost of debt while simultaneously expanding the Company's access to growth capital, as part of the Company's multi-year strategic plan to achieve greater scale primarily through acquisitions.

Debt Refinancing Highlights

• On August 28, 2015, a wholly-owned subsidiary of Fusion entered into a $40.0 million senior secured credit facility with Opus Bank, consisting of a $15.0 million, four-year revolver and a $25.0 million, five-year term loan
• Tiered interest pricing tied to senior debt leverage ratio, with initial pricing of 4.5% for borrowings from Opus as compared to the 11.15% weighted average rate paid under the Company's existing facility
• Simultaneously retired a portion of the Company's existing senior notes through a combination of $12.0 million in borrowings under the Opus facility at an interest rate of 4.5% and from the sale of $9.0 million of Series F notes to two of the Company's existing lenders thereunder at an interest rate of 10.8%
• Repriced the remainder of the Company's existing notes at 10.8% versus 11.15% previously
• Annual interest expense savings of approximately $1.0 million, excluding interest expense for incremental capital when drawn
• An improvement of 3.15 percentage points in the Company's blended cost of debt, to 8.0% once amounts under the Opus facility are fully drawn
• Provides approximately $28.0 million in incremental capital to support of Fusion's growth strategy
• Simplifies Fusion's financial statements and capital structure by eliminating all warrants issued under the Company's original 2012 facility, which will reduce the company's derivative liability on its balance sheet by approximately $1.5 million or 60% of the $2.5 million reported at the end of the second quarter of 2015

Matthew Rosen, Fusion's Chief Executive Officer, commented, "We are proud to announce our new credit facility with Opus, a leading commercial bank, as it represents a key milestone for us in optimizing our capital structure. This new facility, together with the increased commitments at a reduced interest rate from our existing debt providers Praesidian Capital and United Insurance, demonstrates our lenders' high level of confidence in Fusion's strategy and track record of significant growth through efficient deployment of our capital. We wish to thank our lenders for their strong support as we continue to execute our growth strategy."

Mr. Rosen continued, "As we recently highlighted on our Second Quarter 2015 earnings call, we have identified three near-term strategic objectives for our business. The first is to continue to create significant scale, primarily through acquisitions and complemented by organic growth. Our second objective is to optimize our capital structure to reflect the meaningful progress we have made in building Fusion over the past three years while supporting our growth plans. Our third objective is to drive efficiencies and cost savings by leveraging our increasing scale.

"The success of our debt refinancing advances all three of these objectives by significantly strengthening our balance sheet and improving our financial flexibility, while providing an additional $28 million in growth capital to pursue our goal of building even greater scale and operating leverage in our business," Mr. Rosen said.

"Opus Bank is delighted with this transaction and the opportunity to establish a relationship with Fusion," said Kevin McBride, Senior Managing Director, Technology Banking at Opus Bank. "Opus is committed to providing small and mid-sized companies the capital necessary to expand and grow, and we are excited to be working with a leader in the rapidly expanding cloud services sector."

"Praesidian is pleased to expand our lending commitment to Fusion," said Glenn Harrison, Partner at Praesidian Capital. "Fusion's management team has established a solid track record with a 30% compounded annual growth rate in revenues over the past three years, and we look forward to helping support future growth."

Don Hutchins, Fusion's President and Chief Operating Officer, commented, "As part of this refinancing, Fusion's existing lenders have agreed to exercise their warrants, which will reduce the Company's derivative liability by approximately $1.5 million or 60% of the $2.5 million reported at the end of the second quarter of 2015. Previously in 2014, the derivative liability had been reduced by approximately $2.8 million. By reducing the derivative liability, which is a non-cash item on the Company's income statements, we expect to be able to more clearly demonstrate to investors the financial progress we are making."

About Fusion Fusion, a leading provider of integrated cloud solutions to small, medium and large businesses, is the industry's single source for the cloud. Fusion's advanced, proprietary cloud service platform enables the integration of leading edge solutions in the cloud, including cloud communications, cloud connectivity, and cloud computing. Fusion's innovative, yet proven cloud solutions lower our customers' cost of ownership, and deliver new levels of security, flexibility, scalability, and speed of deployment. For more information, please visit www.fusionconnect.com .

Forward Looking Statements

Statements in this press release that are not purely historical facts, including statements regarding Fusion's beliefs, expectations, intentions or strategies for the future, may be "forward-looking statements" under the Private Securities Litigation Reform Act of 1996. Such statements consist of any statement other than a recitation of historical fact and may sometimes be identified by the use of forward-looking terminology such as "may," "expect," "anticipate," "intend," "estimate" or "continue" or the negative thereof or other variations thereof or comparable terminology. The reader is cautioned that all forward-looking statements are speculative, and there are certain risks and uncertainties that could cause actual events or results to differ from those referred to in such forward-looking statements. Important risks regarding the company's business include the company's ability to raise additional capital to execute its comprehensive business strategy; the integration of businesses and assets following an acquisition; the company's ability to comply with covenants included in its credit facilities; competitors with broader product lines and greater resources; emergence into new markets; natural disasters, acts of war, terrorism or other events beyond the company's control; and other factors identified by Fusion from time to time in its filings with the Securities and Exchange Commission, which are available through http://www.sec.gov . However, the reader is cautioned that Fusion's future performance could also be affected by risks and uncertainties not enumerated above.