Bombardier extends tender offer for 8¾% notes, eliminates cap

By Angela McDaniels

Tacoma, Wash., March 28 – Bombardier Inc. announced the results of the tender offers for its €780 million 6 1/8% senior notes due 2021 and $1.4 billion 8¾% senior notes due 2021 and extended the offer for the 8¾% notes, according to a company news release.

The tender offers began Feb. 28, and the offer for the 6 1/8% notes ended at 11:59 p.m. ET on March 27. The offer for the 8¾% notes has been extended to 11:59 p.m. ET on April 10.

Holders tendered €366,015,000 principal amount, or 46.93%, of the 6 1/8% notes. Of that amount, €353,055,000 was tendered by 5 p.m. ET on March 13, the early tender deadline.

Holders tendered $382,148,000 principal amount, or 27.3%, of the 8¾% notes. Of that amount, $379,434,000 was tendered by the early tender deadline.

All of the notes tendered so far have been accepted for purchase.

The settlement date was March 15 for 6 1/8% notes tendered by the early tender deadline. For notes tendered after the early tender deadline and prior to 11:59 p.m. ET on March 27, the settlement date will be March 29. For notes tendered after 11:59 p.m. ET on March 27 and prior to 11:59 p.m. ET on April 10, the settlement date is expected to be April 12.

The maximum aggregate purchase price for the offers is $975 million. The 6 1/8% notes have priority over the 8¾% notes.

When the offer began, the 8¾% notes were subject to a maximum purchase price of $50 million. This cap has been eliminated.

On March 14, the company amended the tender offers as follows:

• Holders of notes that are accepted for purchase will receive the total consideration, regardless of whether the notes were tendered before, on or after the early tender date; and

• Holders whose 8¾% notes are purchased in the tender offers will receive accrued interest up to but excluding the final settlement date.

For the 6 1/8% notes, accrued interest will be paid through the early settlement date or the final settlement date, as applicable.

The total consideration is €1,095 per €1,000 principal amount of 6 1/8% notes and $1,105 per $1,000 principal amount of 8¾% notes. These include an early tender premium of €30.00 per €1,000 principal amount of 6 1/8% notes and $30.00 per $1,000 principal amount of 8¾% notes.

Notes tendered by the early tender date were accepted for purchase in priority to other notes tendered after the early tender date, even if such notes tendered after the early tender date have a higher acceptance priority level than notes tendered by the early tender date.

The tender offers are conditioned on financing but not on any minimum amount of notes being tendered. The financing condition has been satisfied.

The company priced an upsized $2 billion issue of 7 7/8% eight-year senior notes (Caa1/B-) at 99.246 to yield 8%. A portion of the proceeds will be used to finance the tender offers.

Bombardier also held a tender offer for its $850 million 7¾% senior notes due 2020.

That offer ended on March 6. Holders tendered $649,846,000, or 76.45%, of the 7¾% notes.

The purchase price in that offer was $1,047.27 per $1,000 principal amount plus accrued interest up to but excluding the settlement date.

The remaining 7¾% notes will be redeemed April 5.

Citigroup Global Markets Inc. (212 723-6106 or 800 558-3745) and J.P. Morgan Securities LLC (212 834-3260 or 866 834-4666) are the dealer managers for the tender offers. Global Bondholder Services Corp. (866 470-4200, contact@gbsc-usa.com or gbsc-usa.com/Bombardier) is the tender and information agent.

Bombardier is a Montreal-based aerospace and transportation services company.

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