VANCOUVER, BRITISH COLUMBIA--(Marketwire - July 8, 2008) - CHC Helicopter Corporation ("CHC") (TSX:FLY.A)(TSX:FLY.B)(NYSE:FLI) today announced that it has extended its previously announced cash tender offer (as amended, the "Offer") for all of its outstanding 7 3/8% Senior Subordinated Notes due 2014 (CUSIP No. 12541CAF1) (the "Notes") and the related consent solicitation (as amended, the "Consent Solicitation") and that the Offer and the Consent Solicitation will now expire at midnight, New York City time, on July 31, 2008, unless further extended or earlier terminated by CHC (the "Expiration Date").
CHC also today announced that 6922767 Canada Inc. (the "Purchaser"), an affiliate of a fund managed by First Reserve Corporation, has received approval under the Investment Canada Act to close its announced acquisition of all of the outstanding Class A and Class B shares of CHC (such transaction referred to as the "Arrangement"). As permitted by the Arrangement Agreement between the Purchaser and CHC dated February 22, 2008, the Purchaser has notified CHC that it has extended the Outside Date (as defined in the Arrangement Agreement) to July 31, 2008. Both the Purchaser and CHC retain the ability to extend the Outside Date from time to time until November 19, 2008 in accordance with the terms of the Arrangement Agreement.
Completion of the Arrangement remains subject to a number of conditions, including receipt of transportation regulatory approvals in Canada and Europe. CHC and the Purchaser continue discussions with the applicable regulatory authorities and will advise on anticipated transaction timing as information becomes available.
The consent payment deadline for the Offer and Consent Solicitation has now passed and withdrawal rights have terminated. Consequently tendered Notes may no longer be withdrawn and consents delivered may no longer be revoked. Holders of Notes who have not already tendered their Notes may do so at any time on or prior to 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.
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.
Except as described in this press release and CHC's press release dated June 18, 2008, the other terms of the Offer and Consent solicitation as set forth in CHC's Offer to Purchase and Consent Solicitation Statement dated May 27, 2008 (the "Offer to Purchase") and the Consent and Letter of Transmittal (the "Letter of Transmittal") remain unchanged.
