Bombardier Inc. today announced certain matters with respect to its cash tender offer previously announced on January 17, 2023 (the “Tender Offer”) to purchase for cash up to $354,000,000 aggregate principal amount (exclusive of Accrued Interest, and as such aggregate principal amount may be increased or decreased by the Corporation, the “Aggregate Maximum Principal Amount”) of its outstanding 7.50% Senior Notes due 2025 (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 January 17, 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 January 17, 2023, the “Offer to Purchase”) with respect to the Tender Offer.
As of the Early Tender Date for the Tender Offer, US$258,435,000 aggregate principal amount of the Notes (22.69%) were validly tendered and not validly withdrawn.
All Notes that were validly tendered and not validly withdrawn at or before the Early Tender Date will be accepted for purchase by Bombardier on the Early Settlement Date.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. Bombardier expects such Early Settlement Date to be February 1, 2023.
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.
The obligation of the Corporation to accept for purchase, and to pay for, Notes validly tendered pursuant to the Tender Offer is subject to, and conditioned upon, the satisfaction or waiver of certain conditions as set forth in the Offer to Purchase, in the sole and absolute discretion of the Corporation.
None of Bombardier, the trustees for the Notes, the agents under the respective indentures for the Notes, the dealer managers, the information and tender agent, any of their respective subsidiaries or affiliates or any of its or their respective directors, officers, employees or representatives makes any recommendation to Holders as to whether or not to tender all or any portion of their Notes, and none of the foregoing has authorized any person to make any such recommendation. Holders must decide whether to tender Notes, and if tendering, the amount of Notes to tender.
All of the Notes are held in book-entry form. If you hold Notes through a broker, dealer, commercial bank, trust company or other nominee, you must contact such broker, dealer, commercial bank, trust company or other nominee if you wish to tender Notes pursuant to the Tender Offer.
You should check with such broker, dealer, commercial bank, trust company or other nominee to determine whether they will charge you a fee for tendering Notes on your behalf. You should also confirm with the broker, dealer, bank, trust company or other nominee any deadlines by which you must provide your tender instructions, because the relevant deadline set by such nominee may be earlier than the deadlines set forth in the Offer to Purchase.