Source: Hawaiian Airlines
Hawaiian Airlines, Inc. (the “Company”), a wholly owned subsidiary of Hawaiian Holdings, Inc. (“Holdings”) (Nasdaq: HA), announced today amendments to its previously announced (i) offers to purchase for cash (collectively, the “Tender Offers” and each, a “Tender Offer”) any and all of its 7.375% Series 2020-1A Pass Through Certificates due 2027 (the “Class A Certificates”) and 11.250% Series 2020-1B Pass Through Certificates due 2025 (the “Class B Certificates” and, together with the Class A Certificates, the “Certificates”) and (ii) Consent Solicitations (as defined in the Offer to Purchase), in each case set forth in the Company’s Offer to Purchase and Consent Solicitation Statement, dated September 23, 2021 (the “Offer to Purchase”).
The Company is amending the Offer to Purchase to increase the Tender Consideration for each $1,000 pool balance of Certificates validly tendered (and not validly withdrawn) and accepted for purchase pursuant to the Offer to Purchase to $1,200, which applies to all Certificates (including previously tendered Certificates) that have been tendered and accepted for purchase through the “Expiration Date” (as amended below). In addition, the Company has determined to cease soliciting the Consents (as defined in the Offer to Purchase) for the Proposed Amendments (as defined in the Offer to Purchase) and is removing the Consent Solicitations from the Tender Offers.
The “Expiration Date” applicable to the Tender Offers previously scheduled for 11:59 p.m., New York City time, on October 21, 2021, has been extended to 11:59 p.m., New York City time, on November 1, 2021. The Company will settle the Tender Offers on the Final Settlement Date, which is expected to occur on November 4, 2021.
The deadline for withdrawal of tenders of Certificates was 5:00 p.m., New York City time, on October 6, 2021 and remains unchanged. Certificates that have been tendered or that may be tendered prior to the Expiration Date pursuant to the Offer to Purchase may no longer be withdrawn, subject to the requirements of applicable law (if any).
Except as described herein, other terms of the previously announced Tender Offers remain unchanged. Holders of Certificates should read carefully and in their entirety the Offer to Purchase before deciding whether to tender. No further action is required to be taken by holders who have already tendered Certificates.
The Tender Offers are not conditioned upon any minimum pool balance of Certificates being tendered. However, the Tender Offers are subject to, and conditioned upon, the satisfaction or waiver of certain conditions described in the Offer to Purchase. As of October 18, 2021, 13.20% of the aggregate pool balance of Class A Certificates and 21.00% of the aggregate pool balance of Class B Certificates have been tendered for purchase.
Citigroup Global Markets Inc. is the Dealer Manager in the Tender Offers. Global Bondholder Services Corporation has been retained to serve as the Tender and Information Agent for the Tender Offers. Persons with questions regarding the Tender Offers should contact Citigroup at (800) 558-3745 (toll-free) or (212) 723-6106 (collect). Requests for copies of the Offer to Purchase and other related materials should be directed to Global Bondholder Services Corporation at (banks or brokers) (212) 430-3774 or (toll free) (866) 807-2200 or by email to contact@gbsc-usa.com.