ExpressJet Announces Unilateral Amendment of 4.25% Convertible Notes Due 2023
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ExpressJet announces indenture amendment and provides an update on corporate
developments
HOUSTON, July 22 /PRNewswire-FirstCall/ -- ExpressJet Holdings, Inc.
(NYSE: XJT) announced today it plans to unilaterally amend the indenture
governing its 4.25% convertible notes due 2023 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 exchange offer that is currently being conducted as
required by the indenture. Under the current indenture, noteholders may
require the company to exchange their notes on August 1, 2008 and the company
has begun the required exchange offer with the intention to satisfy the
obligation wholly in shares of common stock. Those noteholders who retain
their notes 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 also announced today that it received formal notification from
NYSE Regulation, Inc. that it is not in compliance with the New York Stock
Exchange (NYSE) $1.00 average share price continued listing standard. The
standard requires that the average price per share of common stock be at least
$1.00 per share over a 30-day trading period. This notification is subsequent
to the stock being moved to trading on the NYSE's Arca market under a
non-regulatory trading halt condition called a sub-penny halt. The company's
common stock will continue trading on the NYSE Arca market until it trades
above $1.10 per share for an entire trading day.
Under the NYSE rules, ExpressJet must return to compliance with the $1.00
average share price continued listing standard within 6 months to avoid
delisting. The company intends to do so and is pursuing various solutions to
satisfy the standard, including the previously announced suspension of
unprofitable, branded flying operations on September 2, 2008 and the
achievement of $100 million in cost savings initiatives related to the amended
capacity purchase agreement with Continental Airlines, Inc. which became
effective on July 1, 2008. Additional alternatives that may be reviewed
include a reverse stock split, which would require ExpressJet stockholder
approval.
ExpressJet has already made progress related to its cost savings measures
including instituting a wage and benefit reduction of up to 5% for its
management and clerical employees that became effective July 16, 2008 and
offering various early out and company sponsored leave programs.
The company will report its second quarter financial results and provide a
further strategic update on Wednesday, August 6, 2008, at 10:00 a.m. EDT
(9:00 a.m. CDT).
A live webcast of the call will be available at http://www.expressjet.com.
To access the conference call by phone, dial (866) 638-3022 approximately 10
minutes prior to the scheduled start time and ask to join the ExpressJet call.
International callers should dial (630) 691-2765.
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 in North 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 of the 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 in the 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 Statement
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.
(Logo: http://www.newscom.com/cgi-bin/prnh/20080221/NYFNSN01LOGO)
SOURCE ExpressJet Holdings, Inc.
Kristy Nicholas, Investor Relations of ExpressJet Holdings, Inc.,
+1-832-353-1409
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