LIMERICK, Ireland, Aug. 23, 2023 /PRNewswire/ — NAC Aviation 29 Designated Activity Company (the “Company”) today announced the expiration and final tender results for its previously announced offer to purchase an amount up to the Tender Cap (as defined below) of its 4.75% Senior Secured Notes due June 30, 2026 (the “Notes”) at a purchase price per $1,000 principal amount of Notes for cash (the “Notes Offer”) as set forth in the Company’s Offer to Purchase dated July 25, 2023, as amended by the supplement dated July 28, 2023 (the ”Offer to Purchase”). Concurrently with the Notes Offer, the Company offered to purchase, by way of assignment from lenders (the “TLB Lenders”), loans (the “TLB Loans”) under its term loan B credit agreement dated as of June 1, 2022 between, among others, the Company as a borrower, the financial institutions named therein as original lenders and Wilmington Trust (London) Limited as agent for the lenders (as amended from time to time, the “Term Loan B Credit Agreement” and, together with the Notes, the “NAC 29 Debt”), on substantially the same economic terms as the Notes Offer (the “TLB Offer” and, together with the Notes Offer, the “Debt Purchase Transactions”). The accepted bid price range was $875.00 to $905.00 per $1,000.00 principal amount of NAC 29 Debt.
The Notes Offer expired at 5:00 pm New York City time on August 22, 2023 (the ”Expiration Time”). As of the Expiration Time, the Company has been advised by Global Bondholder Services Corporation, as tender agent and information agent for the Notes Offer, that, pursuant to the Notes Offer, $80,599,872 in aggregate principal amount, or approximately 10.08%, of the outstanding Notes were validly tendered and not withdrawn. The Company has accepted for purchase all of the Notes that were validly tendered (and not validly withdrawn) prior to the Expiration Time in the aggregate principal amount of $80,599,872.
The clearing price for the Notes validly tendered (and not validly withdrawn) at or prior to 5:00 pm New York City time, on August 10, 2023 (the ”Early Tender Time”) was set at $905 per $1,000 principal amount of Notes, which was inclusive of an early tender premium equal to $10.00 per $1,000 principal amount of Notes. The clearing price for the Notes validly tendered after the Early Tender Time but before the Expiration Time was set at $895 per $1,000 principal amount of Notes.
The following table summarizes certain information regarding the Notes Offer:
|
Notes |
CUSIP/ISIN |
Principal Amount |
Principal Amount |
|
4.75% Senior Secured Notes |
62877CAA1/ |
$80,599,872.00 |
$718,882,170.00 |
The TLB Offer expired at 5:00 p.m. New York City time on August 22, 2023. The Company has also been advised by Wilmington Trust (London) Limited as agent for the TLB Lenders that, as of the expiration of the TLB Offer, no outstanding TLB Loan interests were validly tendered.
The complete terms and conditions of the Notes Offer are described in the Offer to Purchase, a copy of which may be obtained from Global Bondholder Services Corporation, the tender agent and information agent (the “Tender and Information Agent”) for the Notes Offer, by telephone at +1 (855) 654-2014 (U.S. toll free) or +1 (212) 430-3774 (collect) or in writing at 65 Broadway – Suite 404, New York, New York 10006, Attention: Corporate Actions.
The complete terms of the TLB Offer are described in the Amended Auction Notice dated July 28, 2023 (the ”TLB Auction Notice”), a copy of which may be obtained from Deutsche Bank Securities Inc. as purchase agent (the “Purchase Agent”) for the TLB Offer by telephone at +1 (855) 287-1922 (toll-free) or +1 (212) 250-7527 (collect) or in writing at One Columbus Circle, New York, New York 10019, Attention: Liability Management Group.
The Company has engaged Deutsche Bank Securities Inc. to act as the dealer manager (the “Dealer Manager”) in connection with the Notes Offer and as Purchase Agent in connection with the TLB Offer. Questions regarding the terms of the Debt Purchase Transactions may be directed to the Deutsche Bank Securities Inc. by telephone at +1 (855) 287-1922 (toll-free) or +1 (212) 250-7527 (collect).
Cautionary Statement
This press release is for informational purposes only and does not constitute an offer to purchase or the solicitation of an offer to sell any securities. The Notes Offer was made solely by means of the Offer to Purchase. The Debt Purchase Transactions were not made to holders of securities in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.
About Nordic Aviation Capital
NAC is a global leader in regional aircraft leasing and is expanding into larger narrowbody aircraft leveraging its world-class asset management platform. The firm is based in Ireland and currently has offices also in Singapore, Denmark, Toronto and Beijing.
Forward-Looking Information Disclaimer
Some of the statements in this press release constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements include statements regarding the Company’s intent and belief or current expectations and may be identified by the use of words like “anticipate”, “believe,” “estimate,” “expect,” “intend,” “may,” “plan,” “will,” “should,” “seek,” the negative of these terms or other comparable terminology. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those projected in the forward-looking statements. Important factors that could cause actual results to differ materially from expectations include, without limitation, the Company’s ability to consummate the Debt Purchase Transactions, as well as matters beyond the Company’s control. Forward-looking statements are not guarantees of future performance, results or events.
Contacts:
Nordic Aviation Capital:Media contact: [email protected]
Global Bondholder Services Corporation:
65 Broadway – Suite 404
New York, NY 10006
United States
Attn: Corporate Actions
Banks and Brokers call: +1 (212) 430-3774
Toll free +1 (855) 654-2014
Email: contact@gbsc-usa.com
SOURCE NAC Aviation 29 Designated Activity Company