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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
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.