Bombardier Inc. (“Bombardier” or the “Corporation”) today announced that it has successfully closed its previously announced offering of US$1,000,000,000 aggregate principal amount of new Senior Notes due December 1, 2024, which carry a coupon of 7.50% per annum and were sold at par (the “Notes”).
Bombardier intends to use the net proceeds of this offering of Notes to finance a previously announced tender offer (the “Tender Offer”) for all US$600 million aggregate principal amount outstanding of Bombardier’s 4.75% Senior Notes due 2019 (“2019 Notes”) and the remainder for general corporate purposes. To the extent that less than US$600 million aggregate principal amount of the 2019 Notes are tendered in the Tender Offer, Bombardier intends to redeem all of its remaining outstanding 2019 Notes through a notice of redemption to be delivered promptly, using a portion of the net proceeds of the offering of Notes.
This press release does not constitute an offer to sell or buy or the solicitation of an offer to buy or sell any security and shall not constitute an offer, solicitation, sale or purchase of any securities in any jurisdiction in which such offering, solicitation, sale or purchase would be unlawful.
The Notes mentioned herein have not been and will not be registered under the United States Securities Act of 1933, as amended, any state securities laws or the laws of any other jurisdiction, and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements. The Notes mentioned herein may be offered and sold only to persons reasonably believed to be qualified institutional buyers in accordance with Rule 144A under the U.S. Securities Act and outside the United States in reliance on Regulation S under the U.S. Securities Act. The Notes mentioned herein have not been and will not be qualified for distribution to the public under applicable Canadian securities laws and, accordingly, any offer and sale of the securities in Canada will be made on a basis which is exempt from the prospectus requirements of such securities laws. The Notes are being offered and sold in Canada on a private placement basis only to “accredited investors” pursuant to certain prospectus exemptions.
Any redemption of the 2019 Notes will be made pursuant to a notice of redemption under the indenture governing the 2019 Notes.
The Tender Offer mentioned herein is being conducted in accordance with a separate Offer to Purchase relating thereto.
Certain statements in this announcement are forward-looking statements based on current expectations. By their nature, forward-looking statements require us to make assumptions and are subject to important known and unknown risks and uncertainties, which may cause our actual results in future periods to differ materially from those set forth in the forward-looking statements.
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