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Bombardier Inc. - Tender Offer - Expiration of Early Tender Date

Bombardier Announces Expiration of Early Tender Date for its Cash Tender Offer for Certain Outstanding Senior Notes


21 NOVEMBER 2023


Full announcement, including disclaimers and restrictions available via Bombardier Inc. 



"Bombardier Inc. (“Bombardier” or the “Corporation”) today announced certain matters with respect to its cash tender offer previously announced on November 6, 2023 (as it may be amended from time to time, the “Tender Offer”) to purchase for cash up to $360,000,000 aggregate purchase price (exclusive of accrued and unpaid interest, and as such aggregate purchase price may be increased or decreased by the Corporation, the “Aggregate Maximum Purchase Amount”) of (i) its outstanding 7.125% Senior Notes due 2026 (the “2026 Notes”) and (ii) its outstanding 7.875% Senior Notes due 2027 (the “2027 Notes” and together with the 2026 Notes, the “Notes”), subject to possible proration and other terms and conditions set forth in the Offer to Purchase (as defined below). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Offer to Purchase dated November 6, 2023 (as amended by the Corporation’s press release titled “Bombardier Increases the Maximum Amount Sought Under its Cash Tender Offer Previously Announced Today” dated November 6, 2023, the “Offer to Purchase”) with respect to the Tender Offer.


Based upon the aggregate principal amount of 2026 Notes that were validly tendered and not validly withdrawn as of the Early Tender Date, the proration factor with respect to the 2026 Notes is approximately 22.43%. Based upon the aggregate principal amount of 2027 Notes that were validly tendered and not validly withdrawn as of the Early Tender Date, the proration factor with respect to the 2027 Notes is approximately 13.00%.


An amount of 2026 Notes equal to the 2026 Tender Cap and an amount of 2027 Notes equal to the 2027 Tender Cap, in each case that were validly tendered and not validly withdrawn at or before the Early Tender Date, will be accepted for purchase by Bombardier on the Early Settlement Date. All such Notes that have been accepted will be settled on the Early Settlement Date in accordance with the terms of the Tender Offer as set forth in the Offer to Purchase, including proration with respect to both the 2026 Notes and 2027 Notes. Bombardier expects such Early Settlement Date to be November 24, 2023.


On the Early Settlement Date, the aggregate total purchase price payable under the Offer to Purchase for Notes validly tendered and not validly withdrawn at or prior to the Early Tender Date and accepted for purchase will have reached the Aggregate Maximum Purchase Amount, the 2026 Tender Cap with respect to the 2026 Notes and the 2027 Tender Cap with respect to the 2027 Notes. As a result of the amount of 2026 Notes and 2027 Notes accepted for purchase on the Early Settlement Date, no Notes tendered after the Early Tender Date will, under the terms of the Offer to Purchase, be accepted for payment unless, in the Corporation’s sole and absolute discretion, the terms of the Tender Offer are further amended or waived by the Corporation to permit further purchases of the 2026 Notes or 2027 Notes. There can be no assurance that the Corporation will further amend or waive any terms of the Tender Offer to accept any Notes tendered after the Early Tender Date or amend the Tender Offer in any other respect."


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Bombardier Announces Pricing of its New Issuance of Senior Notes due 2030


06 NOVEMBER 2023


Full announcement, including disclaimers and restrictions available via Bombardier Inc.


"Bombardier Inc. (“Bombardier”) today announced that it has successfully priced its offering of US$750 million aggregate principal amount of new Senior Notes due November 15, 2030. The new Senior Notes will carry a coupon of 8.750% per annum and will be sold at par (the “New Notes”). The issuance of the New Notes is expected to close on or about November 17, 2023, subject to customary closing conditions.

Bombardier intends to use the proceeds of the offering of the New Notes, together with cash on hand, (i) to fund the redemption (the “2025 Notes Redemption”) of all of its outstanding 7.50% Senior Notes due 2025 (the “2025 Notes”), of which there is $380 million aggregate principal amount outstanding on the date hereof, (ii) to finance the offers to purchase (the “2026-2027 Tender Offer”) up to $360 million aggregate purchase amount (exclusive of accrued and unpaid interest) of its outstanding 7.125% Senior Notes due 2026 (the “2026 Notes”) and 7.875% Senior Notes due 2027 (the “2027 Notes”), of which there is $1,200 million aggregate principal amount outstanding of the 2026 Notes and $1,892 million aggregate principal amount outstanding of the 2027 Notes on the date hereof, and/or for the repayment of other indebtedness, and (iii) for the payment of accrued interest and related fees and expenses."

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Bombardier Increases the Maximum Amount Sought Under its Cash Tender Offer Previously Announced Today


06 NOVEMBER 2023


Full announcement, including disclaimers and restrictions available via Bombardier Inc.


"Bombardier Inc. (“Bombardier” or the “Company”) today announced an amendment with respect to its cash tender offer previously announced on November 6, 2023 (the “Tender Offer”) to purchase for cash up to $110,000,000 aggregate purchase price (exclusive of accrued and unpaid interest, and as such aggregate purchase price may be increased or decreased by the Company, the “Aggregate Maximum Purchase Amount”) of (i) its outstanding 7.125% Senior Notes due 2026 (the “2026 Notes”) and (ii) its outstanding 7.875% Senior Notes due 2027 (the “2027 Notes” and together with the 2026 Notes, the “Notes”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Offer to Purchase dated November 6, 2023 (as amended hereby, the “Offer to Purchase”) with respect to the Tender Offer.

The Tender Offer and the Offer to Purchase are hereby amended as follows:

  • The Aggregate Maximum Purchase Amount shall be raised from $110,000,000 to $360,000,000;

  • The 2026 Tender Cap shall be raised from $75,000,000 to $200,000,000; and

  • The 2027 Tender Cap shall be raised from $35,000,000 to $160,000,000.

Except as expressly set forth herein, the terms and conditions with respect to the Tender Offer are as set forth in the Offer to Purchase, subject to the Corporation’s right to further waive, amend or terminate any provisions of the Tender Offer, in the Corporation’s sole and absolute discretion."

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Bombardier Announces Cash Tender Offer for Certain Outstanding Senior Notes


06 NOVEMBER 2023


Full announcement, including disclaimers and restrictions available via Bombardier Inc.


"Bombardier Inc. (“Bombardier” or the “Company”) today announced the commencement of a tender offer (the “Tender Offer”) to purchase for cash up to $110,000,000 aggregate purchase price (exclusive of accrued and unpaid interest) (as such aggregate purchase price may be increased or decreased by the Company, the “Aggregate Maximum Purchase Amount”) of its outstanding Notes of the two series listed in the table below (collectively, the “Notes”); provided that the Company will only accept for purchase (i) its 7.125% Senior Notes due 2026 having an aggregate purchase price of up to $75,000,000 (exclusive of accrued and unpaid interest) (as such aggregate purchase price for such 2026 Notes may be increased or decreased by the Company, the “2026 Tender Cap”) and (ii) its 7.875% Senior Notes due 2027 having an aggregate purchase price of up to $35,000,000 (exclusive of accrued and unpaid interest) (as such aggregate purchase price for such 2027 Notes may be increased or decreased by the Company, the “2027 Tender Cap”). The Tender Offer will be financed by the amounts raised in Bombardier’s offering of new Senior Notes (the “New Offering”) (net of transaction fees and expenses). The Tender Offer is being made pursuant to an Offer to Purchase dated November 6, 2023.

The table below summarizes certain payment terms for the Tender Offer:"


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****PREVIOUS OFFER BELOW****

 

Bombardier Announces Expiration of Early Tender Date for its Cash Tender Offer for Certain Outstanding Senior Notes


31 JANUARY 2023


Full announcement available via Bombardier


"MONTRÉAL, Jan. 17, 2023 (GLOBE NEWSWIRE) -- Bombardier Inc. (“Bombardier” or the “Company”) today announced an amendment with respect to its cash tender offer previously announced on January 17, 2023 (the “Tender Offer”) to purchase for cash up to $104,000,000 aggregate principal amount (exclusive of accrued and unpaid interest, and as such aggregate principal amount may be increased or decreased by the Company, the “Aggregate Maximum Principal Amount”) of its outstanding 7.50% Senior Notes due 2025 (the “Notes”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Offer to Purchase dated January 17, 2023 (as amended hereby, the “Offer to Purchase”) with respect to the Tender Offer. The Tender Offer and the Offer to Purchase are hereby amended as follows:


The Aggregate Maximum Principal Amount shall be raised from $104,000,000 to $354,000,000."

 

Bombardier Increases the Maximum Amount Sought Under its Cash Tender Offer Previously Announced Today


17 JANUARY 2023


Full announcement available via GBSC.


"MONTRÉAL, Jan. 17, 2023 (GLOBE NEWSWIRE) -- Bombardier Inc. (“Bombardier” or the “Company”) today announced an amendment with respect to its cash tender offer previously announced on January 17, 2023 (the “Tender Offer”) to purchase for cash up to $104,000,000 aggregate principal amount (exclusive of accrued and unpaid interest, and as such aggregate principal amount may be increased or decreased by the Company, the “Aggregate Maximum Principal Amount”) of its outstanding 7.50% Senior Notes due 2025 (the “Notes”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Offer to Purchase dated January 17, 2023 (as amended hereby, the “Offer to Purchase”) with respect to the Tender Offer. The Tender Offer and the Offer to Purchase are hereby amended as follows: The Aggregate Maximum Principal Amount shall be raised from $104,000,000 to $354,000,000."

 

Bombardier Announces Cash Tender Offer for Certain Outstanding Senior Notes


17 JANUARY 2023


Full announcement available via GLOBENEWSWIRE.


"MONTRÉAL, Jan. 17, 2023 (GLOBE NEWSWIRE) -- Bombardier Inc. (“Bombardier” or the “Company”) today announced the commencement of a tender offer (the “Tender Offer”) to purchase for cash up to $104,000,000 aggregate principal amount (exclusive of accrued and unpaid interest, and as such aggregate principal amount may be increased or decreased by the Company, the “Aggregate Maximum Principal Amount”) of its outstanding 7.50% Senior Notes due 2025 (the “Notes”). The Tender Offer is being made in connection with a concurrent offering of notes by the Company (the “New Notes”) to be sold in an offering (the “New Offering”) exempt from the registration requirements of the U.S. Securities Act of 1933, as amended. The Tender Offer will be financed by the amounts raised in the New Offering (net of transaction fees and expenses). The Tender Offer is being made pursuant to an Offer to Purchase dated January 17, 2023.


The table below summarizes certain payment terms for the Tender Offer:"


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