Winnipeg Airports Authority announces successful completion of Consent Solicitation Process

22/12/2020 11:17

WINNIPEG, MB, Dec. 22, 2020 /CNW/ - Winnipeg Airports Authority Inc.(WAA) announced today that it has successfully completed the previously announced solicitation of consents and proxies (the "Consent Solicitation") in respect of the proposed amendments (the "Proposed Amendments") to its master trust indenture dated September 28, 2005 (the "MTI") governing all outstanding series of its bonds (the "Bonds"). The Proposed Amendments, which are described in more detail in an information circular and consent solicitation process (the "Circular"), dated December 8, 2020, that was delivered to Bondholders, will relieve WAA of its obligations to meet or satisfy its rate covenant and certain related provisions under the MTI.

WAA was successful in getting bondholder consent to the waiver to provide temporary relief of the rate covenant for the 2020, 2021 and 2022 fiscal years. As reported by the tabulation agent for the Consent Solicitation, Bondholders representing 96.11% of the aggregate principal amount of all outstanding Bonds have validly delivered 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 Bondholders and the previously called virtual meeting scheduled to be held at 10:00 a.m. (Winnipeg time) on December 28, 2020 has been cancelled.

As fully outlined in the Circular, those Bondholders who delivered a valid proxy and consent form prior to the cut-off will receive the voting fee provided they satisfy the required conditions.

As part of its quarterly reporting to the Bondholders' trustee (the "Trustee"), while the Proposed Amendments are in effect WAA also intends to notify the Trustee if the credit available to it at the end of that fiscal quarter under its operating and revolving credit facilities drops below $50 million.

The successful completion of this process demonstrates confidence in our market and is welcome news for WAA. Although the global pandemic significantly disrupted the entire air transportation sector, including Winnipeg, prior to COVID-19 the company was in a strong financial position and when the pandemic hit WAA took comprehensive action to mitigate its impacts. However, ongoing travel restrictions continue to hinder the path to air travel recovery and therefore to our sector's ability to contribute to the nation's recovery.

"This agreement for short-term relief further supports our comprehensive response plan to ensure the sustainability of Winnipeg Richardson International Airport and its ability to continue to provide essential services to serve our community now and in the future," said Barry Rempel, President and CEO of WAA. "Airports have been playing a critical role throughout the pandemic, such as supporting the movement of PPE and now vaccines, and will, without question, continue to be essential in our region's economic and social recovery in the months and years ahead."

CIBC World Markets Inc. acted as solicitation agent. D.F. King Canada acted as information agent in connection with the consent solicitation. AST Trust Company (Canada) acted as tabulation agent. MLT Aikins LLP acted as legal advisor to WAA. Bondholders who have questions or need assistance should contact D.F. King Canada by phone at 1-800-926-7043 (toll free North America) or 1-416-682-3825 (collect outside North America) or by email at inquiries@dfking.com.

About Winnipeg Airports Authority Inc.
Winnipeg Airports Authority serves the community by leading transportation innovation and growth. As a non-share capital corporation, all net revenue is reinvested back into delivering on our mission of providing excellent airport services and facilities in a fiscally prudent manner. WAA does this through a group of companies working together toward a common vision. Airport operations support over 18,500 jobs in the community and generate $4.3 billion in economic impact.

WAA is proud to be recognized as one of Manitoba's Top Employers for 2021, the tenth year in a row.