#Colombia #Bogota #Senior Secured Notes #Avianca Group #Financial Offer

Avianca Group Reveals Early Results of its Exchange Offer

Avianca Group International Limited has officially announced the outcomes regarding its early participation phase for the exchange offer concerning its 9.000% Tranche A-1 Senior Secured Notes due to mature in 2028. As part of this initiative, the company aimed to swap these outstanding notes for a newly issued set of 9.000% Senior Secured Notes of the same maturity.

As of the specified Early Participation Date, effective at 5:00 PM New York City time on January 28, 2025, the company reported an impressive tender of $1,109,057,724 in principal for the existing notes. This figure represents approximately 99.74% of the currently available principal amount, indicating a robust response from investors and confirming that the necessary minimum exchange condition has been satisfied.

Additionally, the company has secured the required consents from over 90% of the eligible holders of these existing notes. This step is crucial as it allows for significant amendments to the existing secure notes indenture, such as the removal of most of the restrictive covenants. Moreover, changes regarding events of default and provisions related to the notes will be revised, alongside the release of all guarantees and collateral securing these existing notes.

The successful finalization of the exchange offer and consent solicitation is contingent on several factors, primarily the completion of a concurrent offering of notes for cash. This concurrent offering must meet certain terms that satisfy the company, ensuring net cash proceeds are adequate to redeem the Tranche A-2 Senior Secured Notes fully. Other critical conditions involve the complete redemption of the Tranche A-2 Secured Notes and the repayment of all loans associated with the LifeMiles Credit Agreement.

Eligible holders of the existing notes who have not yet participated in the exchange have until February 11, 2025, at 11:59 PM New York City time to tender their notes for exchange. This timing is essential for those looking to benefit from the late exchange consideration. However, holders are cautioned that any submissions made post-Early Participation may not be withdrawn.

Looking ahead, the confirmation of the exchange consideration and the issuance of new notes are projected to occur on February 14, 2025, aligning with the company’s operational timeline. It is important to note that these transactions must be completed efficiently as the company will not be obligated to execute any payment or direction unless the overall exchange offer is successfully consummated.

For further clarity on the exchange offer’s specifics, affected parties can refer to the Exchange Offer and Consent Solicitation Memorandum. The company, through its information and exchange agent D.F. King & Co., Inc., is poised to manage inquiries and facilitate the documentation process for potential participants.

Moreover, eligible holders interested in the prospect of exchanging their existing notes are strongly encouraged to review the exchange offer documentation thoroughly before making any decisions. Although the excellent participation rates underscore strong interest, the company does reserve the right to modify or terminate the offer at any given time, barring any legal restrictions.

In closing, Avianca Group emphasizes that this release is intended solely for informational purposes and does not qualify as an offer or an invitation to engage in these transactions unconditionally. Interested parties should remain alert about the terms and regulatory obligations governing these financial actions. The company aims to enhance its financial structure through this strategic exchange initiative effectively.