Bombardier Inc. (“Bombardier” or the “Corporation”) today announced that it has successfully priced its previously announced offering of US$1,000 million aggregate principal amount, which has been upsized to US$2,000 million aggregate principal amount of new Senior Notes due April 15, 2027. The new Senior Notes will carry a coupon of 7.875% per annum and will be sold at 99.246% of par (the “Notes”). The issuance is expected to close on or about March 7, 2019, subject to customary closing conditions.
The net proceeds of the offering are expected to be used to finance Bombardier’s tender offers for (i) all of its outstanding 7 ¾% Senior Notes due 2020 (“2020 Notes”), of which there is US$850 million aggregate principal amount outstanding on the date hereof, and (ii) for up to US$975 million aggregate purchase price of its outstanding 6⅛% Senior Notes due 2021(the “6⅛ Notes”), of which there is €780 million aggregate principal amount outstanding on the date hereof, and 8.750% Senior Notes due 2021 (the “8.750 Notes”, together with the 6⅛ Notes, the “2021 Notes”), of which there is US$1,400 million aggregate principal amount outstanding on the date hereof (collectively, the “Tender Offers”) and to pay related fees and expenses. To the extent that less than US$850 million aggregate principal amount of the 2020 Notes is tendered in the tender offer for the 2020 Notes, Bombardier intends to redeem all of its remaining outstanding 2020 Notes, using a portion of the net proceeds of the offering of Notes. Following such Tender Offers and redemption, and if less than US$975 million aggregate purchase price is tendered in the tender offer for the 2021 Notes, Bombardier intends to use the remaining net proceeds from the offering of Notes, if any, for general corporate purposes, including the repayment and/or retirement of other outstanding debt.
Consummation of the offering of the Notes and the Tender Offers is subject to market and other conditions, and there can be no assurance that Bombardier will be able to successfully complete these transactions on the terms described above, or at all.
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 in the United States 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 will be offered and sold in Canada on a private placement basis only to “accredited investors” pursuant to certain prospectus exemptions.
The Tender Offers mentioned herein will be conducted in accordance with the separate Offers 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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