Blue Water Bridge Authority to seek holder consent to amend series 2010-A and 6.41% revenue bonds

By Jennifer Chiou

New York, Jan. 13 – The Blue Water Bridge Authority (operating as Blue Water Bridge Canada) announced that it will hold a Jan. 26 meeting for registered holders of its 6.41% series 2002-1 revenue bonds due 2027 and its series 2010-A pledge bonds.

The meeting will take place 10 a.m. ET in Toronto, according to a news release.

The government of Canada has announced its intention to reorganize certain Crown corporations responsible for international bridges in Ontario for improved oversight and consistent application of corporate policies and procedures across, among other things, operations, reporting, service levels and security protocols, the release stated.

Accordingly, some Crown corporations are expected to combine to establish a single Crown corporation. In particular, the government has announced its intention to amalgamate the Federal Bridge Corp. Ltd. with, among other companies, Blue Water Bridge.

The release noted that Blue Water Bridge is a non-agent Crown corporation created by the Blue Water Bridge Authority Act and Federal Bridge is an agent Crown corporation that was incorporated under the Canada Business Corporations Act.

Blue Water Bridge is required to continue under the act in order to effect the amalgamation.

Blue Water Bridge said it will ask holders to consider and pass the following:

• An extraordinary resolution authorizing and approving the proposed extraordinary amendments with the primary effect of implementing certain consequential amendments in connection with the amalgamation;

• A special bondholders' resolution approving proposed special amendments to authorize the trustee to take steps to execute and deliver the amended and restated trust indenture to release the security held by the bondholders and to cancel pledge bonds and to eliminate substantially all of the restrictive covenants in the indenture.

In addition, certain provisions will be added to the indenture, including a repurchase on change-of-control triggering event and a credit rating provision; and

• A special resolution for 6.41% bondholders to authorize certain consequential amendments to the first supplemental indenture resulting from the proposed special amendments, if authorized and approved.

Holder support

The issuer said that some arm's length holders of the 6.41% bonds representing an aggregate principal amount of C$44,747,206.29, or about 59%, of outstanding bonds have advised Blue Water Bridge that they expect or intend to vote in favor of each of the resolutions.

In addition, the arm's length holder of pledge bonds has also indicated support for the extraordinary resolution and the special resolution.

However, the supporting bondholders have not entered into a binding agreement with Blue Water Bridge, the release said.

Blue Water Bridge said it understands that the supporting bondholders collectively own an aggregate principal amount of C$58,434,005.49 of outstanding bonds entitling them to

• (a) 58,434 votes out of a total of 89,317 votes, assuming all bonds participate in the vote, on each of the extraordinary resolution and the special resolution, representing roughly 65% of total votes; and

• (b) 44,747 votes out of a total of 75,630 votes, assuming all bonds are voted, on the 6.41% bond resolution. They represent about 59% of the total votes on this resolution.

Deadline, approval details

In order to vote either for or against the resolutions at the bondholder meeting, holders must validly deliver a proxy form prior to 10 a.m. ET on Jan. 23.

The record date is Jan. 12.

The issuer is seeking consents from holders of no less than 66⅔% of the votes cast at the meeting for the proposed extraordinary amendments.

Requisite approval for the proposed special amendments requires at least 95% of the votes cast.

The special resolution for 6.41% bondholders also requires 66⅔% of votes.

D.F. King Canada is the information agent, and CST Trust Co. is the tabulation agent.

Blue Water Bridge Canada is in charge of the Canadian side of the Blue Water Bridge, which is an international bridge across the St. Clair River that links Michigan and Ontario.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.