Bombardier Announces Launch of its New Issuance of Senior Notes due 2031

Rhea-AI Summary

Bombardier Inc. launches US$500 million Senior Notes offering to fund tender offer and redemption of existing notes. The company plans to use the proceeds for various financial activities, subject to market conditions.

MONTRÉAL, March 22, 2024 (GLOBE NEWSWIRE) -- Bombardier Inc. (“Bombardier”) today announced that it has launched an offering of US$500 million aggregate principal amount of new Senior Notes due 2031 (the “New Notes”).

Bombardier intends to use the proceeds of the offering of the New Notes, together with cash on hand, (i) to finance the offer to purchase (the “2026 Tender Offer”) up to US$400 million aggregate purchase amount (exclusive of accrued and unpaid interest) of its outstanding 7.125% Senior Notes due 2026 (the “2026 Notes”), of which there is US$1,001 million aggregate principal amount outstanding on the date hereof, (ii) to fund the redemption (the “2027 Notes Redemption”) of US$100 million aggregate purchase amount (exclusive of accrued and unpaid interest) of its outstanding 7.875% Senior Notes due 2027 (the “2027 Notes”), of which there is US$1,733 million aggregate principal amount outstanding on the date hereof, and (iii) for the payment of accrued interest and related fees and expenses.

Consummation of the offering of the New Notes, the 2026 Tender Offer and the 2027 Notes Redemption are subject to market and other conditions, and there can be no assurance that Bombardier will be able to successfully complete these transactions on the terms described above, or at all. The 2026 Tender Offer and the 2027 Notes Redemption are subject to certain conditions, including the completion of the offering of the New Notes prior to April 9, 2024 as it relates to the 2026 Tender Offer, and prior to April 22, 2024 as it relates to the 2027 Notes Redemption.

This press release does not constitute an offer to sell or buy or the solicitation of an offer to buy or sell any security and shall not constitute an offer, solicitation, sale or purchase of any securities in any jurisdiction in which such offering, solicitation, sale or purchase would be unlawful.

The New Notes mentioned herein have not been and will not be registered under the United States Securities Act of 1933, as amended, any state securities laws or the laws of any other jurisdiction, and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements. The New Notes mentioned herein may be offered and sold in the United States only to persons reasonably believed to be qualified institutional buyers in accordance with Rule 144A under the U.S. Securities Act and outside the United States in reliance on Regulation S under the U.S. Securities Act. The New Notes mentioned herein have not been and will not be qualified for distribution to the public under applicable Canadian securities laws and, accordingly, any offer and sale of the securities in Canada will be made on a basis which is exempt from the prospectus requirements of such securities laws. The New Notes will be offered and sold in Canada on a private placement basis only to “accredited investors” pursuant to certain prospectus exemptions.

This announcement does not constitute an offer to purchase or the solicitation of an offer to sell the New Notes, the 2026 Notes or the 2027 Notes. This announcement does not constitute a redemption notice in respect of any 2027 Notes or any other notes. Any redemption of the 2027 Notes or any other notes will be made pursuant to a notice of redemption under the indentures governing such notes. Any purchase of the 2026 Notes pursuant to the 2026 Tender Offer will be made pursuant to an offer to purchase.

FORWARD-LOOKING STATEMENTS

Certain statements in this announcement are forward-looking statements based on current expectations. By their nature, forward-looking statements require us to make assumptions and are subject to important known and unknown risks and uncertainties, which may cause our actual results in future periods to differ materially from those set forth in the forward-looking statements.

For information

Francis Richer de La Flèche Vice President, Financial Planning and Investor Relations Bombardier +1 514 240 9649

Mark Masluch Senior Director, Communications Bombardier +1 514 855 7167

FAQ

What is Bombardier Inc. announcing?

Bombardier Inc. is launching an offering of US$500 million aggregate principal amount of new Senior Notes due 2031.

How does Bombardier plan to use the proceeds from the offering?

Bombardier intends to use the proceeds to finance the offer to purchase up to US$400 million aggregate purchase amount of its outstanding 7.125% Senior Notes due 2026, fund the redemption of US$100 million aggregate purchase amount of its outstanding 7.875% Senior Notes due 2027, and for the payment of accrued interest and related fees and expenses.

What are the conditions for the completion of the transactions?

The consummation of the offering of the New Notes, the 2026 Tender Offer, and the 2027 Notes Redemption are subject to market and other conditions, with no assurance that Bombardier will successfully complete these transactions.

Are the New Notes registered under the United States Securities Act of 1933?

The New Notes mentioned in the press release have not been and will not be registered under the United States Securities Act of 1933, and may only be offered and sold to qualified institutional buyers in the US and outside the US under certain regulations.

Is the offer of New Notes available to the public in Canada?

The New Notes will be offered and sold in Canada on a private placement basis only to 'accredited investors' pursuant to certain prospectus exemptions, as they are not qualified for distribution to the public under applicable Canadian securities laws.