HPS provides credit facility of up to C$1bn to Bombardier

Bombardier, a Montreal-based manufacturer of airplanes and trains, has secured a new senior secured credit facility of up to C$1 billion.

Bombardier, a Montreal-based manufacturer of airplanes and trains, has secured a new senior secured credit facility of up to C$1 billion. The facility was provided by HPS Investment Partners. It will provide Bombardier with additional liquidity to operate through the health crisis and close divestitures undertaken to reshape its capital structure.

PRESS RELEASE

Bombardier (TSX: BBD.B) reported that its second quarter cash usage was approximately $500 million better than previously expected and that it has secured a commitment from investment funds and accounts managed by HPS Investment Partners, LLC to provide a three-year senior secured term loan (the “Facility”) of up to $1.0 billion. Collectively, these actions provide Bombardier with additional liquidly to operate its business through the COVID-19 pandemic as it works to close the previously announced divestures undertaken to reshape Bombardier’s capital structure.

As of June 30, 2020, cash on hand and liquidity(1) were approximately $1.7 and $2.4 billion, respectively. With the new Facility, Bombardier expects second quarter 2020 pro-forma liquidity(2) of approximately $3.4 billion, reflecting approximately $1.0 billion of free cash flow usage in the second quarter.(3)

The Facility is expected to be in place in the third quarter of 2020 and provides additional liquidity for working capital and general corporate purposes as Bombardier realigns production rates with current market conditions. The Facility will have a minimum utilization of $750 million and a term of three years. Bombardier will have the right to voluntarily prepay the outstanding amount of the Facility. In addition, the sale of Bombardier Transportation will result in a mandatory repayment of 50% of the then outstanding principal amount of the Facility. Drawings under the Facility will bear interest at an agreed margin over the LIBOR reference rate and will be secured by a security interest in certain aviation inventory and related accounts receivable. There are no financial covenants under the Facility.

The Facility is subject to the negotiation and execution of a definitive credit agreement and security documents, as well as the satisfaction of other customary closing and drawdown conditions. Once in place, the Facility will be the only corporate credit facility available to the Aviation segment, as certain previous corporate credit facilities were terminated in December 2019, as previously disclosed.

Bombardier will provide further details on liquidity and free cash flow usage when it reports its financial results for the second quarter 2020 on August 6, 2020.

Bombardier has retained National Bank Financial Inc. and Citigroup Global Markets Inc. as its financial advisors and Norton Rose Fulbright as its lead legal advisor. Latham & Watkins LLP acted as lead legal advisor to HPS Investment Partners, LLC.

About Bombardier
With nearly 60,000 employees across two business segments, Bombardier is a global leader in the transportation industry, creating innovative and game-changing planes and trains. Our products and services provide world-class transportation experiences that set new standards in passenger comfort, energy efficiency, reliability and safety.

Headquartered in Montréal, Canada, Bombardier has production and engineering sites in over 25 countries across the segments of Aviation and Transportation. Bombardier shares are traded on the Toronto Stock Exchange (BBD). In the fiscal year ended December 31, 2019, Bombardier posted revenues of $15.8 billion. News and information are available at bombardier.com or follow us on Twitter @Bombardier.

Bombardier is a trademark of Bombardier Inc. and its subsidiaries.

Liquidity is defined as cash and cash equivalents of approximately $1.7 billion plus the undrawn amount under Transportation’s €1,154 million unsecured revolving credit facility of approximately $700 million.

Pro-forma liquidity is defined as liquidity as of June 30, 2020 plus the new Facility.

Non-GAAP financial measure. Defined as cash flows from operating activities less net additions to PP&E and intangible assets. During the second quarter of 2020 cash flows from operating activities was a usage of approximately $960 million and net additions to PP&E and intangibles assets was approximately $80 million.