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SAS Capital/Financing Update 2022

Sep 9, 2022

2961_rns_2022-09-09_58a89937-27b5-4fc7-be06-c0a05f73996f.html

Capital/Financing Update

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SAS Receives Court Approval for USD 700 Million in Debtor-in-Possession Financing

SAS Receives Court Approval for USD 700 Million in Debtor-in-Possession Financing

SAS AB ("SAS" or the "Company") announces that the U.S. Bankruptcy Court for the

Southern District of New York (the "Court") has approved SAS' debtor-in

-possession ("DIP") financing credit agreement for USD 700 million with funds

managed by Apollo Global Management ("Apollo"). The terms of the DIP financing

credit agreement are substantially similar to the terms previously announced by

SAS on August 14, 2022. The Court has indicated that it will enter an order

approving the DIP financing shortly.

On August 14, 2022, SAS announced that it entered into a DIP financing credit

agreement for USD 700 million with Apollo, subject to Court approval. The terms

of the DIP financing credit agreement approved by the Court today are

substantially similar to the terms previously announced by SAS.

DIP financing is a specialized type of bridge financing used by businesses that

are restructuring through a chapter 11 process. The DIP financing, along with

cash generated from the Company's ongoing operations, enables SAS to continue

meeting its obligations throughout the chapter 11 process.

Anko van der Werff, President and Chief Executive Officer of SAS, comments:

"With the Court's approval of our DIP financing, we are making important

progress in our chapter 11 process. The DIP financing agreement with Apollo

followed an extensive and competitive process that we conducted to achieve the

best financing outcome for SAS, and we are pleased that the Court has approved

it. I'd like to thank our employees for their hard work and dedication, as well

as our business partners for their support as we continue moving through this

process. We continue to make progress with the SAS FORWARD plan, and our work to

build a competitive and even better airline for our customers."

About Apollo Global Management

Apollo Global Management is a leading alternative asset manager, headquartered

in the U.S. and operating globally. Apollo is listed on the New York Stock

Exchange (NYSE: APO). Apollo has more than three decades of experience investing

in and working with leading management teams to build and transform their

businesses. Apollo provides companies with innovative capital solutions and

support to fund their growth and position businesses for long-term success.

Additional Information About the Chapter 11 Process and implementation of SAS

FORWARD

On July 5, 2022, to accelerate the implementation of its comprehensive business

transformation plan SAS FORWARD, SAS announced that it had voluntarily filed for

chapter 11 in the U.S., a well-established and flexible legal framework for

restructuring businesses with operations in multiple jurisdictions. Through this

process, SAS aims to reach agreements with key stakeholders, restructure the

Company's debt obligations, reconfigure its aircraft fleet, and emerge with a

significant capital injection. The SAS FORWARD plan encompasses raising at least

SEK 9.5 billion in new equity capital as well as reducing or converting more

than SEK 20 billion of debt into common equity (of which a majority is on

-balance sheet debt), including state hybrid notes, commercial hybrid notes,

Swiss bonds, term loans from states, aircraft lease liabilities and maintenance

contract obligations and other executory contract obligations. The new equity

raise and debt-to-equity conversions contemplated as part of SAS FORWARD will

entail very substantial dilution to existing shareholders. SAS expects to

complete its court-supervised process in the U.S. in 9-12 months from the

commencement of the chapter 11 process in July 2022.

Additional information about the Company's voluntary chapter 11 process is

available on the Company's dedicated restructuring website,

https://sasgroup.net/transformation. Court filings and other documents related

to the chapter 11 process in the U.S. are available on a separate website

administered by SAS' claims agent, Kroll Restructuring Administration LLC, at

https://cases.ra.kroll.com/SAS. Information is also available by calling (844)

242-7491 (U.S./Canada) or +1 (347) 338-6450 (International), as well as by email

at [email protected].

Advisors

Weil, Gotshal & Manges LLP is serving as global legal counsel and Mannheimer

Swartling Advokatbyrå AB is serving as Swedish legal counsel to SAS. Seabury

Securities LLC and Skandinaviska Enskilda Banken AB are serving as investment

bankers, Seabury is also serving as restructuring advisor, and FTI Consulting is

serving as financial advisor to SAS.

PJT Partners LP is acting as financial advisor to Apollo. Akin Gump Strauss

Hauer & Feld LLP is acting as legal counsel to Apollo. Watson Farley & Williams

LLP is acting as special aviation counsel to Apollo.

For further information, please contact:

SAS Press office, +46 8 797 29 44

Louise Bergström, VP Investor Relations, +46 70 997 0493

SAS, Scandinavia's leading airline, with main hubs in Copenhagen, Oslo and

Stockholm, is flying to destinations in Europe, USA and Asia. Spurred by a

Scandinavian heritage and sustainable values, SAS aims to be the global leader

in sustainable aviation. We will reduce total carbon emissions by 25 percent by

2025, by using more sustainable aviation fuel and our modern fleet with fuel

-efficient aircraft. In addition to flight operations, SAS offers ground

handling services, technical maintenance and air cargo services. SAS is a

founder member of the Star AllianceT, and together with its partner airlines

offers a wide network worldwide. Learn more athttps://www.sasgroup.net

ADDITIONAL INFORMATION

The press release does not constitute an offer to sell or issue, or the

solicitation of an offer to buy or acquire, or subscribe for, shares or any

other financial instruments in SAS.

This press release contains forward-looking statements that reflect SAS' current

view of future events as well as financial and operational development. These

statements may include, without limitation, any statements preceded by, followed

by or including words such as "intend", "assess", "expect", "may", "plan",

"estimate" and other expressions involving indications or predictions regarding

future development or trends and other words and terms of similar meaning or the

negative thereof. These forward-looking statements have been prepared for

illustrative purposes only, are not based on historical facts, are not

guarantees of future performance, reflect SAS' beliefs and expectations, and are

subject to known and unknown risks, uncertainties and assumptions and other

factors that could cause actual events and performance to differ materially from

any expected future events or performance expressed or implied by such forward

-looking statements. As a result of these risks, uncertainties, assumptions and

other factors, you should not place undue reliance on these forward-looking

statements as a prediction of actual future events or otherwise. The information

contained in this press release is subject to change without notice and, except

as required by applicable law, SAS does not assume any responsibility or

obligation to update publicly or review any of the forward-looking statements

contained in it, whether as a result of new information, future events or

otherwise. Nothing in this press release constitutes or should be construed as

constituting a profit forecast.