Bill Boisture, Chairman of Hawker Beechcraft
Corporation, said, “The decision to move forward with
Superior was based on two key factors: the bid for the
company was the most attractive we received during the
strategic review process and the going-forward plan
offered the most continuity for our business, allowing
us to preserve jobs, product lines and our ability to
maintain our commitments to our customers. Superior is
committed to maintaining Hawker Beechcraft’s strong
presence in the United States and retaining its current
employee base and experienced management team, while
positioning the company for future growth at home and
abroad.”
Under the terms of the agreement, Superior will acquire
Hawker Beechcraft for $1.79 billion and make payments
over the next six weeks to support ongoing jet-related
operations, which will help Hawker Beechcraft to sustain
the jet business until the close of the transaction,
thus preserving significant future opportunity for
growth. Superior’s proposal reflects its intention to
make Hawker Beechcraft its flagship investment; maintain
Hawker Beechcraft’s U.S. headquarters, management team
and employees; and continue product development
throughout its commercial product lines.
During the 45-day exclusivity period, Superior will
perform confirmatory diligence while the two companies
negotiate definitive documentation of the transaction.
The companies expect to enter into definitive
documentation prior to the conclusion of the exclusivity
period. If the parties successfully negotiate a
definitive agreement, that agreement would be subject to
a further competitive public auction process. HBDC is
not part of the proposed transaction and neither
ownership nor control of HBDC will transfer to Superior.
In the event that HBDC is sold, up to $400 million of
the $1.79 billion purchase price will be refundable to
Superior.
If
negotiations with Superior are not concluded in a timely
manner, Hawker Beechcraft will proceed with seeking
confirmation of the Joint Plan of Reorganization it
filed with the U.S. Bankruptcy Court on June 30, 2012,
which contemplates Hawker Beechcraft emerging as a
standalone entity with a more focused portfolio of
aircraft.
Superior has received and expects to continue receiving
the full support of the City of Beijing municipal
government in completing the transaction. In addition,
Superior is working to obtain all regulatory approvals
from the Chinese central government for this foreign
investment project. The transaction also is subject to
approval by the U.S. Committee on Foreign Investment in
the United States (CFIUS) and would be subject to
additional customary U.S. regulatory reviews and
approvals. Additionally, Bankruptcy Court approval is
required for Hawker Beechcraft’s agreement to negotiate
exclusively with Superior and for any definitive
agreement that may be negotiated with Superior. The
proposed combination of Hawker Beechcraft and Superior
will not require a financing condition.
Hawker Beechcraft’s legal representative is Kirkland &
Ellis LLP; its financial advisor is Perella Weinberg
Partners LP; and its restructuring advisor is Alvarez &
Marsal. Hawker Beechcraft entered into the exclusivity
agreement in consultation with lenders holding a
majority of the company’s pre-petition secured debt
(Senior Secured Lenders). The Senior Secured Lenders’
legal representative is Wachtell Lipton Rosen & Katz and
their financial advisor is Houlihan Lokey.
Superior Aviation Beijing Co., Ltd. is an aerospace
manufacturer that engages in the research & development,
production and sale of general aviation engines and
parts. Superior is 60 percent owned by Beijing Superior
Aviation Technology Corporation Ltd., a closely-held
private entity, and 40 percent owned by Beijing E-Town
International Investment & Development Corporation Ltd.,
a company controlled by the Beijing municipal government
that supports the financing of strategic investments in
certain industries. Superior’s legal representative is
Locke Lord LLP and its financial advisor is Grant
Thornton.
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