CHC Group starts offer to exchange 5% notes to loans, warrants

Chicago, Sept. 3 – CHC Group LLC has started an exchange offer for holders of its $43,722,841 outstanding 5% senior notes due 2024, according to a press release.

CHC is offering to exchange $1,000 of existing notes for $650 of first-lien non-revolving loans, $200 principal amount of new secured term loans and a pro rata share of exchange warrants.

CHC Finance Ltd. was a co-issuer on the 5% notes.

Participants in the exchange offer need to be either Rule 144A qualified institutional buyers or an institutional accredited investor, or a Regulation S investor or not a natural U.S. person.

Any eligible holder that participates will need to become a lender under the amended and restated credit agreement. Therefore, participants will need to complete the joinders, an administrative questionnaire, tax documentation and other requirements of the agents under the amended and restated credit agreement and the new secured term loan credit agreement.

The new first-lien loans will be under the amended and restated agreement from Aug. 31 with HSB Bank plc as administrative agent and collateral agent.

The new secured term loans will be part of the Aug. 31 agreement with Wilmington Savings Fund Society, FSB as administrative agent and collateral agent.

The warrants will be governed by the Aug. 31 warrant agreement with Computershare, Inc. as warrant agent.

The exchange offer will expire at 11:59 p.m. ET on Sept. 30, also the withdrawal deadline.

Prompt settlement after the deadline is expected.

Cash will be paid to the settlement date.

Odeon Capital Group LLC is the dealer manager (212 257-6164).

Kurtzman Carson Consultants LLC is the exchange agent (310 751-2601, 888 249-2695, CHCInfo@kcclcc.com).

Based in Richmond, B.C., CHC is a commercial helicopter operator.

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