Bombardier accepts early tenders for two notes up to $360 million cap

By Marisa Wong

Los Angeles, Nov. 21 – Bombardier Inc. announced the expiration of the early tender date for its Nov. 6 tender offer to purchase for cash up to an aggregate purchase price of $360 million (exclusive of accrued interest and previously increased from $110 million) of its outstanding notes from two series.

The offer was oversubscribed as of the early tender date at 5 p.m. ET on Nov. 20.

Bombardier is offering to purchase notes from the following series, listed in order of acceptance priority:

• $1.2 billion outstanding 7 1/8% senior notes due 2026 (Cusip: 097751BV2, C10602BJ5), up to an aggregate purchase price of $200 million (exclusive of accrued interest and increased from the original $75 million), for a total consideration of $1,005; and

• $1,892,344,000 outstanding 7 7/8% senior notes due 2027 (Cusip: 097751BT7, C10602BG1), up to an aggregate purchase price of $160 million (exclusive of accrued interest and increased from the original $35 million), for a total consideration of $1,005.

Based on the aggregate principal amount of 2026 notes and 2027 notes that were tendered as of the early tender date, the proration factor is about 22.43% with respect to the 2026 notes and about 13.00% with respect to the 2027 notes, according to a Tuesday press release.

Bombardier said it will accept for purchase an amount of early tendered 2026 notes equal to the 2026 tender sub-cap and an amount of early tendered 2027 notes equal to the 2027 tender sub-cap on the early settlement date, which is expected to be Nov. 24.

The total consideration listed above is per $1,000 principal amount and includes an early tender payment of $30 per $1,000 of notes tendered by the early tender date.

The company will also pay accrued interest to but excluding the settlement date.

According to Tuesday’s announcement, the total purchase price payable on the early settlement date for the early tendered notes accepted for purchase will have reached the overall offer cap and each of the series sub-caps. As a result, and given that notes tendered at or prior to the early deadline have priority in acceptance over notes tendered after the early deadline, no notes tendered after the early tender date will be accepted for payment, unless the terms of the tender offer are further amended or waived by the company to permit further purchases of the 2026 or 2027 notes.

The offer will expire at 5 p.m. ET on Dec. 6.

The tender offer will be financed by the amounts raised in Bombardier’s concurrent offering of new senior notes, as previously noted.

The tender offer is conditioned on closing of the new issue prior to Nov. 24. However, the tender offer is not conditioned on any minimum amount of notes being tendered.

Deutsche Bank Securities Inc. (212 250-7527 or 855 287-1922) and RBC Capital Markets, LLC (212 618-7843 or 877 381-2099) are dealer managers for the tender offer.

The information and tender agent is Global Bondholder Services Corp. (855 654-2014; contact@gbsc-usa.com; https://www.gbsc-usa.com/bombardier).

Bombardier is a jet manufacturer based in Montreal.

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