CHC and First Reserve Announce Closing of Plan of Arrangement
September 16 2008 - 1:47PM
Marketwired
CHC Helicopter Corporation ("CHC") (TSX: FLY.A)(TSX: FLY.B)(NYSE:
FLI) and First Reserve Corporation ("First Reserve") are pleased to
announce that the Plan of Arrangement (the "Arrangement") between
6922767 Canada Inc., an affiliate of funds managed by First
Reserve, and CHC was completed today. The Arrangement was
overwhelmingly 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 $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.
About CHC
CHC is the world's largest provider of helicopter services to
the global offshore oil and gas industry, with aircraft operating
in more than 30 countries worldwide, and regional headquarters in
Aberdeen, Scotland, Stavanger, Norway and Vancouver, Canada.
About First Reserve Corporation
First Reserve is the world's leading private equity firm in the
energy industry. Throughout its 25-year history of investing solely
in the global energy industry, First Reserve has developed a strong
franchise, utilizing its broad base of specialized industry
knowledge to invest strategically across a wide range of energy
industry sectors and throughout varying economic cycles. Further
information is available at www.firstreserve.com.
Caution Concerning Forward-Looking Statements
This news release contains forward-looking statements, including
statements regarding the delisting of the CHC shares. Such
forward-looking statements are subject to important risks,
uncertainties and assumptions. The results or events predicted in
these forward-looking statements may differ materially from actual
results or events. As a result, you are cautioned not to place
undue reliance on these forward-looking statements. The
forward-looking statements in this news release are made as of the
date of this release.
Contacts: First Reserve Corporation Mark McComiskey Managing
Director (203) 625-2530 Email: mmccomiskey@firstreserve.com
Website: www.firstreserve.com CHC Helicopter Corporation Sylvain
Allard President and Chief Executive Officer (604) 279-2455 or
(604) 307-8646 Email: sallard@chc.ca CHC Helicopter Corporation
Rick Davis Senior Vice President and Chief Financial Officer (604)
279-2471 or (778) 999-0314 Email: rdavis@chc.ca Website:
www.chc.ca
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