VANCOUVER, BRITISH COLUMBIA--(Marketwire - June 25, 2008) - CHC Helicopter Corporation ("CHC") (TSX:FLY.A)(TSX:FLY.B)(NYSE:FLI) today announced that approximately 98% of its outstanding 7 3/8% Senior Subordinated Notes due 2014 (CUSIP No. 12541CAF1) (the "Notes") had been validly tendered and not validly withdrawn as of 5:00 p.m., New York City time, on June 24, 2008, pursuant to its previously announced cash tender offer (as amended hereby, the "Offer") for all of its outstanding Notes and the related consent solicitation (as amended hereby, the "Consent Solicitation"). Accordingly, CHC has now received the requisite consents from holders of Notes to approve the proposed amendments that are the subject of the Consent Solicitation.
It is expected that the supplemental indenture effecting the proposed amendments will be executed shortly. The supplemental indenture will become effective immediately upon its execution and delivery but the proposed amendments will only become operative immediately prior to the acceptance for payment of all Notes that are validly tendered (and not withdrawn) pursuant to the Offer.
The consent payment deadline for the Offer and Consent Solicitation has now passed and withdrawal rights have terminated. Holders of Notes who have not already tendered their Notes may do so at any time on or prior to midnight, New York City time, on July 9, 2008 (unless extended or earlier terminated by the Company, the "Expiration Date"), but such holders will only be eligible to receive the tender offer consideration, of $1,035 per $1,000 principal amount of Notes.
In each case, holders whose Notes are accepted for payment in the Offer will receive accrued and unpaid interest in respect of such purchased Notes from the last interest payment date to, but not including, the payment date for Notes purchased in the Offer.
The Offer and Consent Solicitation are made upon the terms and conditions set forth in the Offer to Purchase and Consent Solicitation Statement dated May 27, 2008 (the "Offer to Purchase"), and the related Consent and Letter of Transmittal, as amended by the press release issued by CHC on June 18, 2008.
The Offer and the Consent Solicitation are being made in connection with a previously announced arrangement agreement that provides for the acquisition of all of CHC's outstanding Class A Subordinate Voting Shares and Class B Multiple Voting Shares by 6922767 Canada Inc., an affiliate of a fund managed by First Reserve Corporation (such transaction referred to herein as the "Arrangement").
