Edmonton Regional Airports Authority Announces Successful Completion of Consent Solicitation Process
December 18, 2020 | General
Edmonton Regional Airports Authority (“Edmonton Airports”) announced today that it has successfully obtained the requisite approval of bondholders (“Bondholders”) under the previously announced solicitation of proxies and consents (the “Consent Solicitation”) with respect to proposed amendments (the “Proposed Amendments”) to its master trust indenture (the “Indenture”) governing all outstanding series A obligation bonds (the “Series A Bonds”), series B pledged bonds (the “Series B Bonds”) and series C pledged bonds (the “Series C Bonds, and together with the Series A Bonds and the Series B Bonds, the “Bonds”) and expects to enter into the fifth supplemental indenture (the “Fifth Supplemental Indenture”) to give effect thereto on or around December 22, 2020. The Proposed Amendments, which are more fully described in the information circular and consent solicitation statement (the “Circular”) dated December 1, 2020 that was distributed to Bondholders, will relieve Edmonton Airports of its obligations to meet or satisfy various debt service coverage ratio requirements in the Indenture and its obligations to fund an operating and maintenance contingency fund.
As reported by the tabulation agent for the Consent Solicitation, Bondholders representing 99.430% of the aggregate principal amount of all outstanding Bonds, as a class, 95.817% of the aggregate principal amount of all outstanding Series A Bonds, 100% of the aggregate principal amount of all outstanding Series B Bonds and 100% of the aggregate principal amount of all outstanding Series C Bonds have validly delivered (and not revoked) proxy and consent forms or resolutions consenting to and voting for the approval of the extraordinary resolution (the “Resolution”) in respect of the Proposed Amendments. As a result, the Resolution was passed by the written consent of the Bondholders and the previously called virtual meeting of Bondholders, which was to be held at 10:00 a.m. (Edmonton time) on December 22, 2020, has been cancelled.
Holders of Series A Bonds who validly delivered (and did not revoke) proxy and consent forms prior to the cut-off time set forth in the Circular will be entitled to payment of the Voting Fees (the “Voting Fees”) set forth in the Circular. The Voting Fees will be paid to Computershare Trust Company of Canada, as paying agent for the Bondholders entitled to Voting Fees, on the business day following the effectiveness of the Fifth Supplemental Indenture, who will then pay the Voting Fees to applicable CDS participants for distribution to Bondholders entitled to Voting Fees. Bondholders entitled to the Voting Fees should contact their broker or intermediary for further information.
McCarthy Tétrault LLP is acting as legal advisor to Edmonton Airports. D.F. King Canada is acting as solicitation agent and Computershare Trust Company of Canada is acting as tabulation and paying agent in connection with the Meeting and Consent Solicitation.
About Edmonton International Airport
Edmonton International Airport (“EIA”) is a self-funded, not-for-profit corporation whose mandate is to drive economic prosperity for the Edmonton Metropolitan Region. EIA is Canada’s fifth-busiest airport by passenger traffic and the largest major Canadian airport by land area. EIA offers non-stop connections to destinations across Canada, the US, Mexico, the Caribbean and Europe. EIA is a major economic driver, with an economic output of over $3.2 billion, supporting over 26,000 jobs. EIA’s Airport City propels new jobs, tourism and economic diversification – and creates a destination in and around EIA, featuring entertainment, e-commerce, retail, hospitality, cargo/logistics, biopharma, light manufacturing, and many other industries. EIA is focused on digital strategy to ensure it becomes the airport of the future.
This news release contains forward-looking information. Forward-looking information relates to statements concerning current expectations or beliefs and can be identified by words such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “believe” and “intend”. Although Edmonton Airports believes that the expectations and assumptions on which such forward-looking information are based are reasonable, undue reliance should not be placed on the forward-looking information because Edmonton Airports can give no assurance that they will prove to be correct. Forward-looking statements are subject to various risks and uncertainties which could cause actual results to differ materially from the anticipated results or expectations expressed in this news release. Bondholders are urged to carefully read the Circular for additional information with respect to forward-looking information, including the uncertainties and risk related there to.
Contact for Bondholders
Bondholders who have questions or need assistance should contact D.F. King Canada by phone at 1-800-243-5194 (toll free North America) or 1-416-682-3825 (collect outside North America) or by email at firstname.lastname@example.org.