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Published on 9/19/2013 in the Prospect News Canadian Bonds Daily and Prospect News High Yield Daily.

New Issue: Air Canada prices $992 million six-, 6.5-year notes in three tranches

By Paul A. Harris

Portland, Ore., Sept. 19 - Air Canada priced $992 million equivalent of senior secured notes in three tranches on Thursday, according to market sources.

A $400 million tranche of six-year senior first-lien notes (B2/B+) priced at par to yield 6¾%, at the tight end of the 6¾% to 7% yield talk.

A C$300 million tranche of six-year senior first-lien notes (B2/B+) priced at par to yield 7 5/8%, in the middle of the 7½% to 7¾% yield talk.

A $300 million tranche of 6.5-year senior second-lien notes (Caa2/CCC+) priced at par to yield 8¾%, at the tight end of the 8¾% to 9% yield talk.

J.P. Morgan Securities LLC, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Morgan Stanley & Co. Inc. and TD Securities are the joint bookrunners for the dollar-denominated tranches.

TD Securities was the lead bookrunner in a syndicate comprised of the same banks, for the Canadian dollar-denominated tranche.

The Montreal-based issuer, Canada's largest airline, plans to use the all of the proceeds to fund the tender offer for $600 million of its 9¼% senior notes due 2015, C$300 million 10 1/8% senior secured notes due 2015 and any and all of the 12% senior secured second-lien notes due 2016, with any remaining proceeds for general corporate purposes.

The $400 million first-lien tranche was added to the transaction earlier in the week, while the bank loan was downsized by $400 million.

Issuer:Air Canada
Amount:$992 million equivalent
Trade date:Sept. 19
Settlement date:Sept. 26
Marketing:Roadshow
Dollar-denominated first-lien notes
Amount:$400 million
Maturity:Six years
Bookrunners:J.P. Morgan Securities LLC, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Morgan Stanley & Co. Inc., TD Securities
Coupon:6¾%
Price:Par
Yield:6¾%
Call protection:Three years
Ratings:Moody's: B2
Standard & Poor's: B+
Price talk:6¾% to 7%
Canadian dollar-denominated first-lien notes
Amount:C$300 million
Maturity:Six years
Bookrunners:TD Securities, J.P. Morgan Securities LLC, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Morgan Stanley & Co. Inc.
Coupon:7 5/8%
Price:Par
Yield:7 5/8%
Call protection:Three years
Ratings:Moody's: B2
Standard & Poor's: B+
Price talk:7½% to 7¾%
Second-lien notes
Amount:$300 million
Maturity:6.5 years
Bookrunners:J.P. Morgan Securities LLC, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Morgan Stanley & Co. Inc., TD Securities
Coupon:8¾%
Price:Par
Yield:8¾%
Call protection:Three years
Ratings:Moody's: Caa2
Standard & Poor's: CCC+
Price talk:8¾% to 9%

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