Hawaiian Airlines, Inc. (the "Company"), a wholly-owned subsidiary of Hawaiian Holdings, Inc. (HA), today announced the pricing and upsizing of the previously announced unregistered offering by Hawaiian Brand Intellectual Property, Ltd. (the "Brand Issuer") and HawaiianMiles Loyalty, Ltd., (the "Loyalty Issuer" and, together with the Brand Issuer, the "Issuers"), each an indirect wholly-owned subsidiary of the Company.
The Issuers are expected to issue an aggregate of $1.2 billion in principal amount of 5.75% Senior Secured Notes due 2026 (the "Notes") on February 4, 2021, subject to customary closing conditions. The offering was upsized to $1.2 billion from the originally announced aggregate principal amount of $800 million.
The Notes will be offered and sold only to persons reasonably believed to be qualified institutional buyers, as defined in, and in reliance on Rule 144A under the Securities Act of 1933, as amended (the "Securities Act") and to non-U.S.persons in offshore transactions outside the United States in reliance on Regulation S under the Securities Act. The Notes will not be registered under the Securities Act or any other securities laws of any jurisdiction and will not have the benefit of any exchange offer or other registration rights. The Notes may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any of the Notes nor shall there be any sale of the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful. This news release is being issued pursuant to and in accordance with Rule 135c under the Securities Act.