Aveos reaches agreement on recapitalization plan

Reduces its debt from approximately $800 M to $75 M

MONTREAL, Jan. 27 /CNW Telbec/ - Aveos Fleet Performance Inc. (formerly ACTS) today announced that it has reached an agreement in principle with its lenders to reduce its outstanding debt and create an appropriate capital structure to support the company's long-term strategic plan and business objectives.

Under the terms of the agreement, Aveos' first and second lien debt will be reduced from approximately $800 million to $75 million. In addition, certain of the lenders will provide a new working capital facility of $75 million. As part of the transaction, Aveos' lenders have agreed to convert their remaining debt into equity and Air Canada will hold a minority stake.

"We are very pleased to have reached an agreement with our lenders," stated Chahram Bolouri, Aveos President and CEO. "The new capital structure combined with healthy EBITDA margins and a reduced cost structure will lay a foundation for long term growth and provide Aveos with the operating and financial flexibility to support its business plans and work with customers to leverage future growth opportunities."

"We look forward to a continued strong relationship with our customer, Air Canada, and thank our new owners, our other customers, employees, union, partners and suppliers for their continued support during the recapitalization process. It underscores their belief in the fundamentals of the company's business and its short-term and long-term outlook" continued Mr. Bolouri.

The closing of this transaction is expected to take place in the first quarter and is subject to customary closing conditions.

Aeroman, the Aveos affiliate in El Salvador, will not be affected by the restructuring.

Osler, Hoskin & Harcourt LLP and Simpson Thacher & Bartlett LLP are acting, among others, as legal advisors and Miller Buckfire & Co., LLC is acting as financial advisor to Aveos.

Weil, Gotshal & Manges LLP and Blake, Cassels & Graydon LLP are acting as legal advisors and SkyWorks Capital, LLC is acting as financial advisor to the first lien lenders.

Goodmans LLP are acting as legal advisor and RBC Capital Markets are acting as financial advisor to the second lien lender.

About Aveos

Aveos is a full-service maintenance, repair and overhaul (MRO) provider of airframe, engine, component and maintenance solutions. From maintenance facilities across Canada and in El Salvador, we provide integrated service solutions to over 100 customers, while focusing on building a robust network of strategic alliances. Aveos is committed to a tradition of providing world-class quality and expertise to customers across the Americas. To learn more, visit aveos.com.

    
                         Frequently Asked Questions
                     Consensual Financial Restructuring

    Q. What did Aveos announce today?
    A. We announced that we have reached an agreement in principle with our
       lenders to reduce our outstanding debt and create an appropriate
       capital structure to support the company's long-term strategic plan
       and business objectives.

    Q. What does today's announcement mean?
    A. This is very good news for our company, our employees, customers,
       partners and suppliers. The announcement means that the parties have
       agreed on the framework for a new appropriate capital structure. The
       restructuring plan will reduce our financial debt from approximately
       $800 million to approximately $75 million. In addition, it will
       provide Aveos with a new $75 million working capital facility (line of
       credit). The new capital structure, combined with healthy EBITDA
       margins and a reduced cost structure will lay a foundation for long-
       term growth and provide the financial flexibility to support our
       business plans.

    Q. How is the restructuring plan changing Aveos ownership?
    A. Aveos will have new owners. As part of the transaction, the lenders
       have agreed to convert their remaining debt into equity and will hold
       a majority stake. Air Canada, Aveos' largest customer will become a
       shareholder with a minority stake. The new owners believe that the
       fundamentals of the company's business remain strong and the short-
       term  to long-term outlook is positive.

    Q. What prompted the new owners to participate in the plan to
       recapitalize Aveos?
    A. The new owners are firmly convinced that the fundamentals of our
       business are strong and the short-term to long-term outlook is
       positive. Their participation will improve our financial flexibility
       and put us in an even stronger position to work with our customers to
       leverage mutual growth opportunities as we move forward.

    Q. Will the restructuring plan affect daily operations?
    A. The restructuring plan, or recapitalization, will position us to
       better focus on our operations, grow our business and do what we do
       best - offer customers the best value, quality services and
       reliability. Day-to-day contacts will remain the same and operations
       will continue as planned for employees, customers and suppliers.

    Q. Does this announcement mean Aveos is out of operating capital?
    A. On the contrary, Aveos has reached an agreement in principle with
       lenders on the terms of a plan to reduce its outstanding debt and
       create and appropriate capital structure to support the company's
       long-term objectives. Coupled with our strong financial performance in
       2009, our debt reduction and a new $75 million working capital
       facility (line of credit), we have the financial flexibility to
       support our business plans and the operating flexibility to work with
       customers on growth opportunities. In fact, despite the difficult
       economic environment, Aveos has been EBITDA-positive for the past 9 of
       11 quarters and its cash flow from operations has been positive since
       Q1 2007. Moreover, Aveos has been weathering the economic crisis and
       generating healthy EBITDA margins while working on restructuring its
       finances, and significantly reduced its costs in 2008 and 2009 in line
       with new economic realities. As a matter of best practice, we will
       continue to manage our cash tightly, diligently control costs and
       aggressively improve our businesses.

    Q. Are there any conditions to the implementation of the financial
       restructuring?
    A. The closing of this transaction is expected to take place in the first
       quarter, and is subject to customary closing conditions.

    Q. What is the short-term to long-term forecast for Aveos?
    A. Aveos is paving the way for a brighter future. We will be emerging
       from our financial restructuring process with a much healthier balance
       sheet and are generating healthy EBITDA margins. The new capital
       structure combined with healthy EBITDA margins and reduced cost
       structure will put us in an even stronger position to work with our
       customers to leverage mutual growth opportunities as we move forward.

    Q. Going forward, what is Aveos' strategy and overall mission?
    A. Aveos continues towards its vision of becoming a total solutions
       provider of maintenance services. We have been building a network of
       partners to deliver comprehensive and seamless fleet performance
       expertise, expanding our capabilities and improving our speed of
       delivery - key benefits for our customers. Our deep industry knowledge
       from having been a part of an airline allows us to better focus on
       meeting customer needs and the objectives in our business plan are
       designed to achieve short-term to long-term profitability, while
       offering customers the best value, quality services and reliability.
       We are emerging from our recapitalization stronger, better aligned to
       meet the needs of a changing market and with the operating flexibility
       to be a world-class leader in the MRO industry.

    Q. Does the restructuring process affect Aeroman?
    A. Aeroman, the Aveos affiliate in El Salvador, is not affected by the
       restructuring.

    Q. Is there any impact on employees as a result of the restructuring?
    A. There is no impact on employees as a result of this restructuring. As
       well, the terms of the collective agreement are unaffected.

    Q. How will the consensual restructuring affect customers?
    A. The new capital structure, healthy EBITDA margins and reduced cost
       structure will lay a solid foundation for long-term growth and give
       Aveos the financial flexibility to support its business plans. We will
       be in an even stronger position to work with our customers to leverage
       mutual growth opportunities, and better focused on meeting their needs
       and offering them the best value, quality services and reliability.

    Q. Does the financial restructuring have any impact on payments for goods
       delivered or services rendered?
    A. There are no changes to our partners' ongoing relationship with Aveos.
       They should communicate with their usual contacts regarding ongoing
       payments.
    

SOURCE AVEOS FLEET PERFORMANCE INC.

For further information: For further information: Michael Kuhn, Director, Communications, (514) 856-6789, michael.kuhn@aveos.com

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AVEOS FLEET PERFORMANCE INC.

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