Thursday, September 18, 2008

First Reserve Corp. has completed its C$3.7 billion buyout of CHC Helicopter

First Reserve Corp. has completed its C$3.7 billion buyout of CHC Helicopter Corp. (NYSE: FLI), a provider of helicopter services to the global offshore oil and gas industry. Morgan Stanley led the debt syndicate.

The Arrangement was approved by CHC’s shareholders at a special meeting held on April 29, 2008, and was approved by the British Columbia Supreme Court on May 1, 2008. Under the Arrangement, 6922767 Canada Inc. acquired all of CHC’s outstanding Class A Subordinate Voting Shares and Class B Multiple Voting Shares for cash consideration of CDN$32.68 per share.

It is expected that the CHC Class A Subordinate Voting Shares and Class B Multiple Voting Shares will be delisted from the TSX and the NYSE (in respect of the Class A shares) later this week.

Also, on September 15, 2008, CHC’s cash tender offer (the “Offer”) for all outstanding CHC’s 7 3/8% senior subordinated notes due 2014 (the “Notes”) and the related consent solicitation expired. CHC indicated that approximately US$392 million principal amount of the Notes was validly tendered to the Offer. All Notes validly tendered were purchased by CHC and submitted to the trustee for cancellation. As a result of CHC’s purchase of the tendered Notes, the amendments to the Notes indenture contemplated by the consent solicitation have become operative.

CHC intends to apply to the relevant securities regulatory authorities to cease to be a reporting issuer in each of the jurisdictions in Canada where is it currently reporting.

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