Spirit AeroSystems to purchase $300mn of 7.5% senior notes

05 Mar '14

3 min read

Spirit AeroSystems Holdings, Inc. announced that Spirit AeroSystems, Inc. ("Spirit"), its wholly-owned subsidiary, has commenced an offer to purchase for cash any and all of the $300 million outstanding principal amount of its 7 1/2% Senior Notes due 2017 (CUSIP No. 85205TAB6) (the "Notes").

In conjunction with the tender offer, Spirit is soliciting consents to effect certain proposed amendments to the indenture governing the Notes. The offer and consent solicitation are being made pursuant to an Offer to Purchase and Consent Solicitation Statement dated March 4, 2014, and a related Consent and Letter of Transmittal, which set forth the terms and conditions of the offer and the consent solicitation in full detail.

The total consideration to be paid for each $1,000 principal amount of the Notes tendered, and not validly withdrawn, will be $1,041.25. The total consideration for the Notes includes a consent payment of $30.00 per $1,000 principal amount, which is payable only to holders who tender their Notes and validly deliver their consents prior to 5:00 p.m., New York City time, on March 17, 2014, unless terminated or extended (the "Consent Date").

Holders who tender their Notes after the Consent Date but prior to 11:59 p.m., New York City time, on March 31, 2014, unless terminated or extended (the "Expiration Date") will receive the tender offer consideration, which is the total consideration minus the consent payment. Tendering holders will also receive accrued and unpaid interest from the last applicable interest payment date to, but not including, the applicable payment date.

Concurrently with the tender offer, Spirit is soliciting from holders consents to the proposed amendments to the indenture governing the Notes to eliminate most of the covenants and certain default provisions applicable to the Notes. Adoption of the proposed amendments to the indenture requires the consent of the holders of at least a majority in aggregate principal amount of the Notes outstanding.

Holders who tender their Notes are deemed to consent to the proposed amendments and holders may not deliver their consents without tendering their Notes in the tender offer. Tendered Notes can only be withdrawn, and related consents revoked, before 5:00 p.m., New York City time, on March 17, 2014.

The tender offer and consent solicitation are subject to the satisfaction of certain conditions set forth in the Offer to Purchase and Consent Solicitation Statement, including the receipt of tendered Notes from a majority in aggregate principal amount of Notes outstanding; the receipt of funds from a refinancing transaction on terms and conditions acceptable to Spirit; and the execution of the supplemental indenture relating to the consent solicitation.

Spirit AeroSystems

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