Vancouver Airport Authority (“VAA”) announced today that it has successfully obtained the requisite approval of debentureholders (“Debentureholders”) under the previously announced solicitation of proxies and consents (the “Consent Solicitation”) with respect to proposed amendments (the “Proposed Amendments”) to its trust indenture (the “Indenture”) governing all outstanding series of its debentures (the “Debentures”) and has entered into a ninth supplemental indenture dated September 11, 2020 (the “Ninth Supplemental Indenture”) giving effect thereto. The Proposed Amendments, which are more fully described in the information circular and consent solicitation statement (the “Circular”) dated August 19, 2020 that was distributed to Debentureholders, will relieve VAA of its obligations to meet or satisfy various interest coverage ratio requirements in the Indenture.
As reported by the tabulation agent for the Consent Solicitation, Debentureholders representing 91.14% of the aggregate principal amount of all outstanding Debentures have validly delivered (and not revoked) proxy and consent forms consenting to and voting for the approval of the extraordinary resolution (the “Resolution”) in respect of the Proposed Amendments. As a result, the Resolution was passed by the written consent of the Debentureholders and the previously called virtual meeting of Debentureholders, which was to be held at 10:00 a.m. (Vancouver time) on September 16, 2020, has been cancelled.
Eligible Debentureholders who validly delivered (and did not revoke) proxy and consent forms prior to the cut-off time set forth in the Circular will be entitled to payment of the Voting Fees (the “Voting Fees”) set forth in the Circular. The Voting Fees will be paid to Computershare Trust Company of Canada, as trustee (the “Trustee”) for the Debentureholders entitled to Voting Fees, on the business day following the effectiveness of the Ninth Supplemental Indenture, who will then pay the Voting Fees to applicable CDS participants for distribution to Debentureholders entitled to Voting Fees. Debentureholders entitled to the Voting Fees should contact their broker or intermediary for further information.
During the applicable period in respect of which the Proposed Amendments are effective, VAA also intends to, as part of its quarterly reporting to the Trustee (on behalf of Debentureholders), notify the Trustee if VAA’s borrowing availability under its operating and revolving credit facilities at the end of such fiscal quarter is below $100 million.
CIBC World Markets Inc. acted as solicitation agent, Computershare Trust Company of Canada acted as tabulation agent and D.F. King Canada acted as information agent in connection with the consent solicitation. McCarthy Tétrault LLP acted as legal advisor to VAA. Debentureholders who have questions or need assistance should contact D.F. King Canada by phone at 1-800-398-2816 (toll free North America) or 1-416-682-3825 (collect outside North America) or by email at [email protected].
This news release contains forward-looking information. Forward-looking information relates to statements concerning current expectations or beliefs and can be identified by words such as “may”, “will”, “should”, “expect”, “plan”, “anticipate”, “believe” and “intend”. Although VAA believes that the expectations and assumptions on which such forward-looking information are based are reasonable, undue reliance should not be placed on the forward-looking information because VAA can give no assurance that they will prove to be correct. Forward-looking statements are subject to various risks and uncertainties which could cause actual results to differ materially from the anticipated results or expectations expressed in this news release. Debentureholders are urged to carefully read the Circular for additional information with respect to forward-looking information, including the uncertainties and risk related thereto.