Bombardier Inc. (BDRAF) (“Bombardier”) today announced the commencement of a cash tender offer (the “Tender Offer”) to purchase any and all of Bombardier’s 7¾% Senior Notes due 2020 (CUSIP No. 097751AV3/US097751AV34 (144A) / ISIN No. C10602AP2/USC10602AP29 (Reg. S)) (the “2020 Notes”). The Tender Offer is being made pursuant to an Offer to Purchase dated February 28, 2019 and the related Notice of Guaranteed Delivery.
Upon the terms and subject to the conditions described in the Offer to Purchase and the Notice of Guaranteed Delivery, Bombardier is offering to purchase for cash any and all of its 2020 Notes. Tenders of the 2020 Notes may be withdrawn at any time at or prior to 5:00 p.m., New York City time, on March 6, 2019, unless extended or earlier terminated (such date and time, as it may be extended or earlier terminated, the “Withdrawal Deadline”), but may not be withdrawn thereafter. The Tender Offer for any and all of the 2020 Notes will expire at 5:00 p.m., New York City time, on March 6, 2019 unless extended or earlier terminated (such date and time, as it may be extended or earlier terminated, the “Expiration Date”).
The consideration for each US$1,000 principal amount of 2020 Notes validly tendered, not validly withdrawn and accepted for purchase will be as set forth in the table below under “Tender Offer Consideration.” In addition, all holders of 2020 Notes accepted for purchase in the Tender Offer will also receive accrued and unpaid interest on such purchased 2020 Notes from the last interest payment date up to, but not including, the settlement date.
The Tender Offer is not conditioned on any minimum amount of the 2020 Notes being tendered. However, Bombardier’s obligation to accept for purchase and to pay for the 2020 Notes validly tendered pursuant to the Tender Offer is subject to the satisfaction or waiver of a number of conditions, including Bombardier’s completion, at or prior to the Expiration Date, of a financing transaction on terms satisfactory to Bombardier. Following consummation of the Tender Offer, the 2020 Notes that are purchased pursuant to the Tender Offer will be retired and cancelled and no longer remain outstanding obligations. Bombardier reserves the right, subject to applicable law, to (i) waive any and all conditions to the Tender Offer, (ii) extend or terminate the Tender Offer or (iii) otherwise amend the Tender Offer in any respect.
Bombardier anticipates that it will accept for purchase and pay for 2020 Notes validly tendered and not validly withdrawn pursuant to the Tender Offer at or prior to the Expiration Date, one business day following the Expiration Date, which first business day is expected to occur on or about March 7, 2019, or (ii) to the extent that such 2020 Notes are not delivered at or prior to the Expiration Date but are delivered pursuant to the guaranteed delivery provisions set forth in the Offer to Purchase, three business days following the Expiration Date, which third business day is expected to occur on or about March 11, 2019.
None of Bombardier, its subsidiaries or its affiliates, its or their respective boards of directors, officers or employees, the dealer managers, tender agent and information agent or the trustees for the 2020 Notes makes any recommendation that holders tender or refrain from tendering all or any portion of the principal amount of their 2020 Notes, and no one has been authorized by Bombardier or any of them to make such a recommendation. Holders must make their own decision as to whether to tender their 2020 Notes, and, if so, the principal amount of 2020 Notes to tender.
All of the 2020 Notes are held in book-entry form through the facilities of The Depository Trust Company (“DTC”). If you hold 2020 Notes through a broker, dealer, bank, trust company or other intermediary or nominee, you must contact such broker, dealer, bank, trust company or other intermediary or nominee if you wish to tender 2020 Notes pursuant to the Tender Offer. You should check with such broker, dealer, bank, trust company or other intermediary or nominee to determine whether they will charge you a fee for tendering 2020 Notes on your behalf. You should also confirm with the broker, dealer, bank, trust company or other intermediary or nominee any deadlines by which you must provide your tender instructions, because the relevant deadline set by such nominee will be earlier than the deadlines set forth herein.
Bombardier has retained Citigroup Global Markets Inc. and J.P. Morgan Securities LLC to serve as dealer managers, directly and through their respective affiliates, for the Tender Offer. Bombardier has retained Global Bondholder Services Corporation to act as the tender agent and information agent in respect of the Tender Offer.
For additional information regarding the terms of the Tender Offer, please contact Citigroup Global Markets Inc. at (212) 723-6106 or toll free at (800) 558-3745 or J.P. Morgan Securities LLC at (212) 834-3260 or toll free at (866) 834-4666. Copies of the Offer to Purchase and the Notice of Guaranteed Delivery may be obtained at the following website http://www.gbsc-usa.com/Bombardier or by contacting Global Bondholder Services Corporation at (866) 470-4200 or by email at firstname.lastname@example.org.