Air
Canada announced the closing of its previously announced private
offering of three tranches of enhanced equipment trust certificates,
in the aggregate face amount of U.S. $714,534,000. The private
offering is comprised of Class A certificates, Class B certificates
and Class C certificates. The Class A certificates have an interest
rate of 4.125% per annum and a final expected distribution date of
May 15, 2025. The Class B certificates have an interest rate of
5.375% per annum and a final expected distribution date of May 15,
2021. The Class C certificates have an interest rate of 6.625% per
annum and a final expected distribution date of May 15, 2018.
"Our
EETC offering was very well received by the institutional investors
to whom it was directed, with the Class A tranche rated "Investment
Grade" by the rating agencies," said Calin Rovinescu,
President and Chief Executive Officer. "Our participation
in this market is an important development for us as it
represents new opportunities for future aircraft financings at
internationally competitive levels. We are pleased with the
offering's reception which reflects positively on Air Canada and the
continued progress being made to achieve a sustainable
transformation."As previously announced, each class of certificates represents an interest in its respective pass through trust. The trusts will use the proceeds from the offering to acquire equipment notes that will be issued to finance the acquisition of five new Boeing 777-300ER aircraft, which will be added to Air Canada's fleet and which are currently scheduled for delivery during the period from June 2013 to February 2014.
The equipment notes will be secured by the five Boeing 777-300ER aircraft being acquired, and the security interest in each of the aircraft will benefit from the protections of the Cape Town Convention on International Interests in Mobile Equipment and the Protocol thereto on Matters Specific to Aircraft Equipment, as enacted in Canada.
The certificates were offered and sold only to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and to certain non-U.S. persons in transactions outside the United States in reliance on Regulation S under the Securities Act. In Canada, the certificates were offered and sold on a private placement basis to accredited investors in certain provinces.
The certificates have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and state securities laws. The certificates have not been and will not be qualified for sale to the public under applicable Canadian securities laws and, accordingly, any offer and sale of the certificates in Canada will be made on a basis that is exempt from the prospectus requirement of such securities laws. This press release shall not constitute an offer to sell the certificates or the solicitation of an offer to buy the certificates, nor shall there be any sale of the certificates in any state or jurisdiction where such offer, solicitation or sale is not permitted.
