Delta gives early results of tender offer, opts for early settlement

Chicago, July 29 – Delta Air Lines, Inc. gave the results of its oversubscribed tender offer as of the early deadline for a capped $1 billion of notes from three series in a news release on Thursday.

The airline received tenders for and will accept the following amounts of notes:

• $1,629,650,000 tendered, $677,248,000 accepted with a 41.6% proration factor, of the $3.5 billion outstanding 7% senior secured notes due 2025 (Cusips: 247361ZX9) for a total consideration of $1,181.25 per $1,000 note;

• $380,433,000 tendered, $169,492,000 accepted with a 44.8% proration factor, of the $1.25 billion outstanding 7 3/8% notes due 2026 (Cusip: 247361ZZ4) for a total consideration of $1,180 per $1,000 note; and

• $641,392,601 tendered, and none accepted, of the $2.5 billion outstanding 4½% senior secured notes due 2025 (Cusips: 830867AA5, G8200VAA3) for a total consideration of $1,080 per $1,000 note, issued by Delta and SkyMiles IP Ltd.

The early tender time was 5 p.m. ET on July 28, also the withdrawal deadline.

There was a series subcap of $800 million on the 2025 notes. Acceptance of the notes was prorated, with accounting for the $1,181.25 redemption price, exclusive of interest.

Early settlement is planned for July 30.

The offer technically expires at 11:59 p.m. ET on Aug. 11. However, as the offer was oversubscribed, none of the last series and no more notes will be accepted for purchase.

Wells Fargo Securities, LLC (866 309-6316, 704 410-4759, liabilitymanagement@wellsfargo.com) and Deutsche Bank Securities Inc. (866 627-0391, 212 250-2955) are the lead dealer managers.

Fifth Third Securities, Inc. and Standard Chartered Bank are the dealer managers.

D.F. King & Co., Inc. (800 769-7666, 212 269-5550, dal@dfking.com) is the tender agent and information agent.

Delta is a commercial airline based in Atlanta.

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