Category

Corporate Bond

West Atlantic AB (publ) initiates a written procedure regarding a restructuring of its senior secured bonds 2015/2019

West Atlantic AB (publ) (the “Company” and together with its subsidiaries “Group”) summons a meeting among the bondholders by way of a procedure in writing (the “Written Procedure”) for its outstanding bonds 2015/2019 with ISIN SE0007783840 with an aggregate amount outstanding of SEK 850,000,000 (the “Bonds”).

As announced by the Company by way of a press release on 9 April 2019, the Company has entered into a memorandum of understanding with its current shareholders, LUSAT AIR S.L. (“LUSAT”) and certain major bondholders, holding approximately 32 per cent. of the Bonds, with the purpose to refinance the Group and to agree on a procedure for the repayment of the Bonds (the “Transaction”).

LUSAT has, in accordance with the memorandum of understanding, subscribed for new ordinary shares in the Company and has become the majority shareholder. A temporary waiver has been approved by the agent Nordic Trustee & Agency AB (publ) regarding the change of control event clause set out in the terms and conditions of the Bonds. The waiver, with the effect that no bondholder may exercise the put option right, is conditional until the earlier of (i) the Transaction is approved or rejected by the bondholders under the Written Procedure and (ii) 15 May 2019.

The Company has today instructed Nordic Trustee & Agency AB (publ), being the agent under the Bonds, to send a notice to a Written Procedure to all bondholders directly registered in the Company’s debt ledger held with Euroclear Sweden in order to receive the bondholders’ approval of the Transaction. The bondholders’ committee has undertaken to vote in favour of the Transaction.

The notice to the Written Procedure, describing the Transaction and the requests to the bondholders, is available at the Company’s webpage https://westatlantic.eu/investors/ and at Stamdata (www.stamdata.com).

For questions regarding the administration of the Written Procedure, please contact the agent at voting.sweden@nordictrustee.com or +46 8 783 79 00.

For questions relating to the Bond, please contact Markus Wirenhammar, Mw@paretosec.com, +46 708 72 51 86, or your dedicated broker within Pareto Securities.

 

Notice of written procedure 

 

For further information, please contact:

Göran Berglund, Chairman of the Board

Telephone: +46 (0) 10 452 95 00

E-mail: goran.berglund@westatlantic.eu

 

This information was submitted for publication at 20.00 CEST on 15 April 2019.

 

About West Atlantic

The West Atlantic Group is one of the market leading providers of dedicated airfreight services to European NMO’s and airfreight capacity to Global Integrators and Freight Forwarders. The Group has a well-established geographic network and operates a customised aircraft fleet, whereof a majority is wholly owned. West Atlantic was founded in 1962 and is headquartered in Gothenburg, Sweden. Operations are performed all over Europe and 2018 West Atlantic had 461 employees. For 2018 West Atlantic reported revenues of MSEK 1,813 and EBITDA of MSEK 156.

 

West Atlantic AB (publ) Org. no: 556503-6083, Box 5433, SE-402 29 Gothenburg, Sweden

 

Investor Relations: investor.relations@westatlantic.eu  Webpage: www.westatlantic.eu

 

Press Release

West Atlantic AB (publ) has entered into a memorandum of understanding with its current shareholders, LUSAT and certain major bondholders whereby LUSAT will become the new majority shareholder

As communicated by West Atlantic AB (publ) (the “Company”, including its subsidiaries the “Group”) in a press release dated 18 March 2019, the Company has been discussing principal terms with LUSAT AIR S.L. (“LUSAT”) and certain major bondholders holding bonds in the Company’s outstanding bond loan with ISIN SE0007783840 (the “Bonds”) for a refinancing of the Group. The offer made by LUSAT has been accepted amongst the shareholders of the Company and certain major bondholders and the parties have today entered into a memorandum of understanding.

The Company has resolved to issue new ordinary shares to LUSAT and as payment for the ordinary shares, LUSAT will provide an equity contribution in the amount of EUR 20 million, conditional to the approval by the bondholders of the written procedure accepting the complete transaction. It is a requirement that the subscription of the new ordinary shares, due to Brexit, occur on or around 10 April 2019, which will result in LUSAT becoming the majority shareholder in the Company. The allocation of the shares to LUSAT will give rise to a change of control event under the terms and conditions of the Bonds. However, the trustee under the Bonds has, based on instructions from the Company and the major bondholders, agreed to a temporary and conditional waiver in respect of the Company’s obligation to repurchase any Bonds, until the written procedure has been held and the transaction, including the change of control, been formally approved by the bondholders in accordance with the terms and conditions of the Bonds.

Of the equity contribution, EUR 10 million will be used to partially amortise the Bonds at par and the other EUR 10 million will be used for capital needs within the Group.

I am delighted to welcome LUSAT – an experienced aviation company – as new majority shareholder. Beside the new equity contribution there will also be synergies and benefit of scale for the Group going forward. This is very positive news for our customers and employees”, says Lars Jordahn, CEO of the Company.

The Company will call for a bondholders’ meeting by way of written procedure as soon as possible and by no later than 15 April 2019 in order for the bondholders to approve the transaction, the change of control and the offer from LUSAT.

Following approval of the transaction by the bondholders, the Company will immediately amortise the Bonds with EUR 10 million as being described above. The remaining claim under the Bonds will be transferred to a SPV entity. The SPV will issue a new bond (by a mandatory exchange of the Bonds) corresponding to the remaining claim (the “New Bond”) and will accede certain assets such as ATP aircraft, the ATP warehouse of the Company, rights to payments under certain lease agreements and certain Boeing 737-400, Boeing 737-300 and CRJ of which the latter will be repurchased in close connection herewith by LUSAT in an amount of EUR 25 million which will be used to amortise the New Bond issued by the SPV. The SPV will initiate a selling process as regards the ATP fleet and the amounts received from such sales will be used for amortisation under the New Bond. The New Bond will have a tenor of three years and an interest rate of 6.00 per cent. during the first year from issuance, 7.00 per cent. during the second year from issuance and 8.00 per cent. during the third year from issuance. In the event the bondholders will not be fully repaid from the assets transferred to the SPV, the bondholders will have a pledge related to LUSAT’s purchase price for the shareholders’ shares which amount to approximately SEK 270 million to be paid accordingly to a SPA concerning all shares owned by the Company’s shareholders before the equity increase.

Additional information will be provided in the notice to the written procedure.

Pareto Securities AB has been retained as financial advisor and Gernandt & Danielsson Advokatbyrå KB has been retained as legal advisor to the Company.

Mesana Capital has been retained as financial advisor to LUSAT.

Questions relating to the bond may be directed to Markus Wirenhammar, Mw@paretosec.com, +46 708 72 51 86, or your dedicated broker within Pareto Securities.

 

For further information, please contact:

Göran Berglund, Chairman of the Board

Telephone: +46 (0) 10 452 95 00

E-mail: goran.berglund@westatlantic.eu

 

This information is information that West Atlantic AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at 2019-04-09, 09:45 CET.

 

Press release 

 

About West Atlantic

The West Atlantic Group is one of the market leading providers of dedicated airfreight services to European NMO’s and airfreight capacity to Global Integrators and Freight Forwarders. The Group has a well-established geographic network and operates a customised aircraft fleet, whereof a majority is wholly owned. West Atlantic was founded in 1962 and is headquartered in Gothenburg, Sweden. Operations are performed all over Europe and 2018 West Atlantic had 461 employees. For 2018 West Atlantic reported revenues of MSEK 1,813 and EBITDA of MSEK 156.

West Atlantic AB (publ) Org. no: 556503-6083, Box 5433, SE-402 29 Gothenburg, Sweden

Investor Relations: investor.relations@westatlantic.eu  Webpage: www.westatlantic.eu

West Atlantic AB (publ) has initiated discussions with a new potential shareholder and with certain major bondholders regarding refinancing of the group

West Atlantic AB (publ) (the “Company”, including its subsidiaries the “Group”), LUSAT, a holding company owning SWIFTAIR and AVIATION LEASING SPAIN (among other entities) (“LUSAT”) and certain major bondholders holding bonds in the Company’s outstanding bond loan with ISIN SE0007783840 (the “Bonds”) are discussing principal terms for a refinancing of the Group.

LUSAT has made an offer to the shareholders of the Company and the bondholders as regards the repayment of the Bonds (the “Offer”). The Offer includes several different features such as an equity injection in the company and pre-agreed assets to be allocated to the bondholders.

Provided that the transaction will materialise, a partial amortisation will be made to the bondholders and the remaining claim of the bondholders will be transferred to a SPV entity which will accede certain pledged assets under the Bonds and certain other assets and which will issue new bonds to the bondholders in exchange for the existing Bonds, with the purpose to reimburse the bondholders’ remaining claim by way of realisation of the assets held by the SPV.

The Offer is subject to more detailed discussions and certain conditions including approval by the bondholders at a written procedure and approval by the Company’s board of directors. Additional information will be provided once available.

 

For further information, please contact:

Göran Berglund, Chairman of the Board

Telephone: +46 (0) 10 452 95 00

E-mail: goran.berglund@westatlantic.eu

 

Pareto Securities AB has been retained as financial advisor by the Company, and questions relating to the bond may be directed to Markus Wirenhammar, Mw@paretosec.com, +46 708 72 51 86, or your dedicated broker within Pareto Securities.

 

This information is information that West Atlantic AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at 2019-03-18, 22:00 CET.

 

About West Atlantic

The West Atlantic Group is one of the market leading providers of dedicated airfreight services to European NMO’s and airfreight capacity to Global Integrators and Freight Forwarders. The Group has a well-established geographic network and operates a customised aircraft fleet, whereof a majority is wholly owned. West Atlantic was founded in 1962 and is headquartered in Gothenburg, Sweden. Operations are performed all over Europe and 2018 West Atlantic had 461 employees. For 2018 West Atlantic reported revenues of MSEK 1,813 and EBITDA of MSEK 156.

West Atlantic AB (publ) Org. no: 556503-6083, Box 5433, SE-402 29 Gothenburg, Sweden

Investor Relations: investor.relations@westatlantic.eu  Webpage: www.westatlantic.eu

 

Press Release

Working capital facility of MSEK 75 secured

West Atlantic AB (publ) has secured a new working capital facility of up to MSEK 75 in order to improve its financial position in support of continued growth.

Reference is made to West Atlantic AB (publ) (the “Issuer”) amendments and waivers to the terms and conditions of West Atlantic’s bond loan, approved by the bondholders in a written procedure concluded on 1 February 2018 which permit any reputable bank, in their capacity as provider of the group’s working capital facility, to share the transaction security provided under the Issuer’s bond loan, where the bank will rank ahead in the waterfall up to a maximum amount of MSEK 75.

Revised terms and conditions are available on the Group’s home page, https://westatlantic.eu/category/corporate/

 

For further information, please contact:

Magnus Dahlberg, CFO

Telephone: +46 (0) 10 452 95 49

E-mail: magnus.dahlberg@westatlantic.eu

 

This information is information that West Atlantic AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at 2018-08-28, 15:30 CET.

 

About West Atlantic

The West Atlantic Group is one of the market leading providers of dedicated airfreight services to European NMO’s and airfreight capacity to Global Integrators and Freight Forwarders. The Group has a well-established geographic network and operates a customised aircraft fleet, whereof a majority is wholly owned. West Atlantic was founded in 1962 and is headquartered in Gothenburg, Sweden. Operations are performed all over Europe and 2017 West Atlantic had 459 employees. For 2017 West Atlantic reported revenues of MSEK 1,589 and EBITDA of MSEK 126.

West Atlantic AB (publ) Org. no: 556503-6083, Box 5433, SE-402 29 Gothenburg, Sweden

Investor Relations: investor.relations@westatlantic.eu  Webpage: www.westatlantic.eu

Press Release

Amended corporate bond terms & conditions for West Atlantic AB (publ)

Reference is made to West Atlantic AB (publ) (the “Issuer”) amendments and waivers to the terms and conditions of West Atlantic’s bond loan, approved by the bondholders in a written procedure concluded on 1 February 2018.

Bond Terms and Conditions, amended 27 August

 

For further information, please contact:

Magnus Dahlberg, CFO

Telephone: +46 (0) 10 452 95 49

E-mail: magnus.dahlberg@westatlantic.eu

 

About West Atlantic

The West Atlantic Group is one of the market leading providers of dedicated airfreight services to European NMO’s and airfreight capacity to Global Integrators and Freight Forwarders. The Group has a well-established geographic network and operates a customised aircraft fleet, whereof a majority is wholly owned. West Atlantic was founded in 1962 and is headquartered in Gothenburg, Sweden. Operations are performed all over Europe and 2017 West Atlantic had 459 employees. For 2017 West Atlantic reported revenues of MSEK 1,589 and EBITDA of MSEK 126.

West Atlantic AB (publ) Org. no: 556503-6083, Box 5433, SE-402 29 Gothenburg, Sweden

Investor Relations: investor.relations@westatlantic.eu  Webpage: www.westatlantic.eu

West Atlantic AB (publ) receives equity contribution to the value of MSEK 31.7

As communicated in the interim report for the last quarter of 2017, certain shareholders have contributed equity to the group (the “Equity Contribution”).

An extraordinary meeting has been held whereby shareholders resolved on a new share issue in West Atlantic AB (publ) (“West Atlantic”). The subscription period and registration of the new shares has now been finalised. 15,864,205 of preferred shares have been issued at a subscription price of SEK 2 per share. Through the new share issue, the preferred shares in West Atlantic increases by 15,864,205, from 0 to 15,864,205 and the share capital increases by SEK 15,864,205 from SEK 27,004,640 to SEK 42,868,845.

Due to the earlier communicated Equity Contribution now having been completed, the proposed amendments and waivers to the terms and conditions of West Atlantic’s bond loan, approved by the bondholders in a written procedure concluded on 1 February 2018, which were subject to the completion of the Equity Contribution, will now become effective.

For further information, please contact:

Magnus Dahlberg, CFO

Telephone: +46 (0) 10 452 95 49

E-mail: magnus.dahlberg@westatlantic.eu

This information is information that West Atlantic AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at 2018-04-04, 08.00 CET.

 

About West Atlantic

The West Atlantic Group is one of the market leading providers of dedicated airfreight services to European NMO’s and airfreight capacity to Global Integrators and Freight Forwarders. The Group has a well-established geographic network and operates a customised aircraft fleet, whereof a majority is wholly owned. West Atlantic was founded in 1962 and is headquartered in Gothenburg, Sweden. Operations are performed all over Europe and 2017 West Atlantic had 459 employees. For 2017 West Atlantic reported revenues of MSEK 1,589 and EBITDA of MSEK 126.

West Atlantic AB (publ) Org. no: 556503-6083, Box 5433, SE-402 29 Gothenburg, Sweden

Investor Relations: investor.relations@westatlantic.eu  Webpage: www.westatlantic.eu

Press Release

West Atlantic AB (publ) results from written procedure

On 15 January 2018, a notice of written procedure was sent to the bondholders, in which West Atlantic AB (publ) (the “Company”) requested that bondholders should approve to waive and amend certain provisions under the terms and conditions (and the other finance document, as applicable) of its outstanding bond loan, as further described in the notice of written procedure (the “Notice”). The voting period expired on 1 February 2018.

A sufficient number of votes was obtained in order to form a quorum and a requisite majority of the voting bondholders voted in favour of the requests.

The waivers and amendments will become effective as soon as the shareholder equity injection of MSEK 25 has been provided. Additional information about the equity injection and the effective date for the waivers and amendments will be communicated, when finalised, in a separate press release.

The Notice is available at the Company’s website (www.westatlantic.eu).

For further information, please contact:

Magnus Dahlberg, CFO

Telephone: +46 (0) 10 452 95 49

E-mail: magnus.dahlberg@westatlantic.eu

This information is information that West Atlantic AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at 2018-02-02, 16.15 CET.

 

About West Atlantic

The West Atlantic Group is one of the market leading providers of dedicated airfreight services to European NMO’s and airfreight capacity to Global Integrators and Freight Forwarders. The Group has a well-established geographic network and operates an all-cargo fleet of more than 50 aircraft comprised of B767, B737, BAE ATP and CRJ-200. West Atlantic was founded in 1962, employs 477 staff is headquartered in Gothenburg, Sweden and has two operating airlines, with one AOC in the UK and one in Sweden. For FY 2016, West Atlantic reported revenues of MSEK 1,320 and EBITDA of MSEK 128.

West Atlantic AB (publ) Org. no: 556503-6083, Box 5433, SE-402 29 Gothenburg, Sweden

Investor Relations: investor.relations@westatlantic.eu  Webpage: www.westatlantic.eu

West Atlantic AB (publ) reaches further agreement with the bondholder’s committee

Reference is made to West Atlantic AB (publ) (the “Issuer”) press release dated 29 December 2017 announcing the outcome of the written procedure initiated on 8 December 2017. Over the past weeks, the management of the Issuer has continued to work on a comprehensive plan to improve the group’s financial position and put the group on a path towards sustainable and profitable long-term growth. As part of these efforts, a number of initiatives have been identified which would support management in delivering on this plan. In delivering on this plan, the Issuer has identified certain preferable amendments and waivers to the terms and conditions of the bonds (and the other finance documents, as applicable) which have been discussed with a committee comprising of a group of larger bondholders and which have undertaken to vote in favour of the proposed amendments and waivers.

As part of this growth, the Issuer has informed the bondholder’s committee that it has signed a letter of intent for a five-year contract which give rise to estimated annual sales of more than MSEK 200 once fully implemented. Moreover, as previously communicated, during Q4 2017 and Q1 2018 the group expects to receive a total amount of approximately MSEK 70 from the sale of aircraft not required for the group’s daily operations, including from the group’s collaboration agreement portfolio. During Q4 2017, the group received a payment in the amount of MSEK 15 from one aircraft transaction. The second transaction, initially scheduled for Q4 2017, has been delayed and is expected to be completed during Q1 2018.

The amendments and waivers discussed and agreed on with the bondholder’s committee are in summary to (i) permit Svenska Handelsbanken (or any other or additional reputable bank(s), or reputable bank replacing such bank(s)) to, in their capacity as provider of the group’s working capital facility, share the transaction security provided under the Issuer’s bond loan, where the bank will rank ahead up to a maximum amount of MSEK 75, (ii) permit dismantling of up to six long-time parked pledged ATP-aircraft, to be used as spare parts in the operating fleet which would, over a two to three years period, realise liquidity savings of MSEK 5-10 per dismantled aircraft by using the spare parts in the group’s operating fleet and (iii) permit release of the remaining escrow amount, to be used to finance the business growth of the group, inter alia in relation to the new B737-800 fleet.

The Issuer will shortly call for a notice to written procedure in order to receive the bondholders’ formal approval of the amendments and waivers. Having the amendments and waivers formally approved, which will have a positive impact on the liquidity of the group and which will also contribute to capital growth opportunities, certain shareholders have undertaken to, as soon as practically possible thereafter, contribute equity in an amount of MSEK 25 to the group, and the amendments and waivers will be subject to the occurrence of such equity contribution. Moreover, the Issuer will continue the work in Q1 2018 to find a new long-term majority owner.

For further information, please contact:

Magnus Dahlberg, CFO

Telephone: +46 (0) 10 452 95 49

E-mail: magnus.dahlberg@westatlantic.eu

This information is information that West Atlantic AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at 2018-01-15, 16.45 CET.

About West Atlantic

The West Atlantic Group is one of the market leading providers of dedicated airfreight services to European NMO’s and airfreight capacity to Global Integrators and Freight Forwarders. The Group has a well-established geographic network and operates an all-cargo fleet of more than 50 aircraft comprised of B767, B737, BAE ATP and CRJ-200. West Atlantic was founded in 1962, employs 477 staff is headquartered in Gothenburg, Sweden and has two operating airlines, with one AOC in the UK and one in Sweden. For FY 2016, West Atlantic reported revenues of MSEK 1,320 and EBITDA of MSEK 128.

West Atlantic AB (publ) Org. no: 556503-6083, Box 5433, SE-402 29 Gothenburg, Sweden

Investor Relations: investor.relations@westatlantic.eu  Webpage: www.westatlantic.eu

Press Release