Intrepid Aviation Group Holdings, LLC (“Intrepid”) announced today that it has completed its previously announced offering (the “Offering”) of senior notes due 2021 (the “Notes”). The Notes were co-issued by Intrepid’s wholly owned subsidiary, Intrepid Finance Co. (together with Intrepid, the “Issuers”). The Notes were issued in an aggregate principal amount of $500 million, will bear interest at a rate of 8.500% per year, subject to adjustment in certain circumstances, and were priced at par.
Intrepid used the net proceeds of the Offering, together with cash on hand, to complete the previously announced redemption of all $515 million aggregate principal amount outstanding of the Issuers’ 6.875% Senior Notes due 2019 (the “Existing 2019 Notes”).
The Issuers issued a conditional notice of redemption on July 11, 2018 with respect to the Existing 2019 Notes, which provided for the redemption in full of the Existing 2019 Notes on August 10, 2018 at a redemption price equal to par, plus accrued and unpaid interest to, but excluding, the redemption date. The notice of redemption provided that the redemption of the Existing 2019 Notes was subject to the satisfaction or waiver of certain conditions at the sole discretion of the Issuers, all of which were satisfied or waived by the Issuers today.
The Notes were offered and sold in a private transaction exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), to qualified institutional buyers in accordance with Rule 144A under the Securities Act and to non-U.S. persons outside of the United States pursuant to Regulation S under the Securities Act. The Notes have not been and will not be registered under the Securities Act, or the securities laws of any other jurisdiction. As a result, they may not be offered or sold in the United States or to any U.S. persons except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, any securities, nor shall there be any sales of the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.