Published:
ExpressJet Amends Shareholder Rights Plan
HOUSTON, July 24 /PRNewswire-FirstCall/ -- ExpressJet Holdings, Inc.
(NYSE: XJT) today announced that the company's Board of Directors today
authorized the company to amend its shareholder rights plan to exempt from
that plan any shares of the company's common stock received by tendering
noteholders in the company's Offer to Exchange dated July 2, 2008 in respect
of its 4.25% convertible notes due 2023, but only to the extent such
noteholders beneficially own such notes as of 4:00 P.M. central time today.
As a result of this amendment, no current noteholder would trigger the
company's shareholder rights plan solely by virtue of its participation in the
exchange offer that the company is conducting as required by the indenture
governing the notes.
This amendment to the shareholder rights plan must be reviewed and
approved by the rights agent before becoming effective. The company will
issue a press release and file the amended documents with the Securities and
Exchange Commission via a Form 8-K once the rights agent's review is complete
and the amendment has been executed by the company and the rights agent.
The company has previously announced its intention to unilaterally amend
the indenture governing the notes in order to provide improved terms and
additional flexibility for the noteholders. These benefits will apply to any
noteholder holding the notes on August 2, 2008 following the consummation of
the company's exchange offer. Those noteholders will automatically receive
the benefits of the unilateral amendment, including:
-- Security based on a pro-rata amount of collateral appraised at
approximately $181 million, including approximately $96 million in
spare parts and $85 million of spare engines;
-- Coupon increased from 4.25% to 11.25% over the remaining note term;
and
-- An additional put right in three years or on August 1, 2011.
The amount of collateral described above will be based on the ratio of the
aggregate principal of notes outstanding on August 2, 2008 to $128.2 million,
the aggregate principal amount of notes outstanding today. The terms of this
additional put right will be identical to those for the current rights under
the indenture for August 1 of 2008, 2013 and 2018.
The trustee under the indenture is supportive of the company's decision to
provide noteholders additional flexibility and improved terms beyond the
August 1, 2008 put date. These amendments, however, must be reviewed and
approved by the trustee before becoming effective. The company will issue a
press release and file the amended documents with the Securities and Exchange
Commission via a Form 8-K once the trustee's review is complete and the
amendment has been executed by the company and the trustee.
ExpressJet Background
ExpressJet Holdings operates several divisions designed to leverage the
management experience, efficiencies and economies of scale present in its
subsidiaries, including ExpressJet Airlines, Inc. and ExpressJet Services,
LLC. ExpressJet Airlines serves 166 destinations inNorth America and the
Caribbean with approximately 1,450 departures per day. Operations include
capacity purchase and pro-rate agreements for mainline carriers; providing
clients customized 50-seat charter options; and ExpressJet branded flying,
providing non-stop service to markets concentrated in the West, Midwest and
Southeast regions ofthe United States. ExpressJet Services is the North
American partner to three major European original equipment manufacturers and
provides composite, sheet metal, interior and thrust reverser repairs
throughout five facilities inthe United States. For more information, visit
http://www.expressjet.com.
Important Information Regarding Tender Offer
This report is not a recommendation, an offer to purchase or a
solicitation of an offer to sell any securities of the company. The company
has commenced such tender offer as required under the indenture and filed with
the SEC a tender offer statement on Schedule TO-I and related exhibits,
including an offer to exchange, letter of transmittal and related documents.
The company has also mailed such materials to the noteholders. Noteholders
are urged to carefully read these documents, as they contain important
information, including the various terms of, and conditions to, the tender
offer. Noteholders can obtain a copy of the tender offer statement on
Schedule TO-I, offer to exchange, letter of transmittal and related documents
free of charge from the SEC's EDGAR database, which can be accessed through
the SEC's Internet site (http://www.sec.gov).
Forward Looking Statements
Some of the statements in this document are forward-looking statements
that involve a number of risks and uncertainties. Many factors could affect
actual results, and variances from current expectations regarding these
factors could cause actual results to differ materially from those expressed
in the forward-looking statements. Some of the known risks that could
significantly impact revenues, operating results and capacity include, but are
not limited to the company's continued dependence on Continental for the
majority of its revenue; the company's new operations are less profitable than
historical results; record-breaking fuel prices; competitive responses to the
company's branded entry into new markets; certain tax matters; reliance on
technology and third-party service providers; flight disruptions as a result
of operational matters; regulatory developments and costs, including the costs
and other effects of enhanced security measures and other possible regulatory
requirements; competition and industry conditions. Additional information
concerning risk factors that could affect the company's actual results are
described in its filings with the Securities and Exchange Commission,
including its 2007 annual report on Form 10-K. The events described in the
forward-looking statements might not occur, or might occur to a materially
different extent than described herein. The company undertakes no duty to
update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise.
SOURCE ExpressJet Holdings, Inc.
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