Bombardier Inc. (“Bombardier”) announced today that its previously announced cash tender offer (the “Tender Offer”) to purchase any and all of its 4.75% senior notes due 2019 (CUSIP No. 097751BH3 / US097751BH31 (144A) / ISIN No. C10602AX5 / USC10602AX52 (Reg. S)) (the “2019 Notes”) expired at 5:00 p.m., New York City time, on November 28, 2017 (the "Expiration Time"). As of the Expiration Time, $406,762,000 aggregate principal amount of the 2019 Notes (67.79%) were validly tendered, which excludes $878,000 aggregate principal amount of the 2019 Notes that remain subject to guaranteed delivery procedures. Bombardier expects to accept for payment all such 2019 Notes validly tendered and not validly withdrawn in the Tender Offer and expects to make payment for the 2019 Notes on November 29, 2017, except as provided hereinafter. Bombardier expects to make payment for any such 2019 Notes validly tendered and not validly withdrawn pursuant to the guaranteed delivery procedures on December 1, 2017. The Tender Offer was subject to Bombardier’s successful completion of its previously announced debt financing transaction (the "Financing Condition"), and such Financing Condition was satisfied on November 27, 2017.
As previously announced, on November 27, 2017 Bombardier issued a notice of redemption calling for redemption any 2019 Notes not validly tendered and purchased in the Tender Offer. Such redemption is being made pursuant to the terms of the Indenture relating to the 2019 Notes.
This announcement 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. In those jurisdictions where the securities, blue sky or other laws require the Tender Offer to be made by a licensed broker or dealer, the Tender Offer will be deemed to be made by the Dealer Managers or one or more registered brokers or dealers licensed under the laws of such jurisdiction. The securities mentioned herein have not been and will not be registered under the United States Securities Act of 1933, as amended, or under the securities laws of any other jurisdiction, and may not be offered or sold in the United States or to a U.S. person absent registration under, or an applicable exemption from the registration requirements of, the United States Securities Act of 1933, as amended. The securities mentioned herein have not been and will not be qualified for sale 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.
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. For additional information regarding these risks and uncertainties, and the assumptions underlying the forward‑looking statements, please refer to the Offer to Purchase.
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