NAC Aviation gives final results of tender for 4.75% notes, term loan B

By Wendy Van Sickle

Columbus, Ohio, Aug. 23 – NAC Aviation 29 DAC gave final results of its tender offer to purchase up to $80 million face value of its 4.75% senior secured notes due June 30, 2026 under a modified Dutch auction at a bid price range from $875 to $905 per $1,000 principal amount, according to a news release.

As of the final tender time of 5 p.m. ET on Aug. 22, $80,599,872 in aggregate principal amount, or about 10.08%, of the outstanding notes were validly tendered in the offer. This figure was up slightly from the $80,242,872 in aggregate principal amount, or about 10.04%, of the outstanding notes that were tendered by the early time, 5 p.m. ET on Aug. 10.

The company accepted all of the tenders it received. The clearing price for notes tendered by the early deadline was 90.5, and for the notes tendered after the early deadline it was 89.5.

As previously reported, concurrently with the notes offer, the company was seeking to purchase, by way of assignment from lenders, loans under its term loan B credit agreement dated June 1, 2022 with Wilmington Trust (London) Ltd. as agent on substantially the same economic terms as the notes offer.

As of the final tender time, no outstanding term loan B interests were validly tendered.

Holders who validly tendered their notes by the extended early deadline will receive the total consideration and interest to the relevant settlement date.

The accepted bid price range was $875 to $905 per $1,000 principal amount. The total consideration was clearing price, which was the lowest bid price that would enable the issuer to purchase an amount of notes equal to the tender cap.

Following the offer, $718,882,170 of the notes remain outstanding.

Offer history

As previously reported, the offer was launched July 25. On July 28, NAC Aviation amended the offer.

The central modification was an amendment to the early tender premium, lowering it to $10 per $1,000 note from $30 per note.

The company also extended the early tender time by three days to Aug. 10 from Aug. 7.

The company also made a clarifying change to the table on the second page of the amended offer to purchase.

The change in the early tender premium was made to ensure compliance with the requirements as set out in clause 4.3 of side letter No. 2 to the intercreditor agreement that was entered into by, among others, the company on July 18.

The amendments applied to both the notes offer and the term loan B offer.

Global Bondholder Services Corp. (855 654-2014 or 212 430-3774) is the tender agent and information agent for the notes offer.

Deutsche Bank Securities Inc. (855 287-1922 or 212 250-7527) is the dealer manager for the notes offer and purchase agent for the term loan B offer.

The issuer is affiliated with aircraft leasing company Nordic Aviation Capital. The firm is based in Ireland and has offices also in Singapore, Denmark, Toronto and Beijing.

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