Attached files
file | filename |
---|---|
EX-4.2 - COLLATERAL AGREEMENT AMENDMENT, DATED AS OF SEPTEMBER 20, 2017 - Gogo Inc. | d431755dex42.htm |
EX-4.1 - FIRST SUPPLEMENTAL INDENTURE, DATED AS OF SEPTEMBER 20, 2017 - Gogo Inc. | d431755dex41.htm |
8-K - GOGO INC. - Gogo Inc. | d431755d8k.htm |
Exhibit 99.1
Investor Relations Contact: | Media Relations Contact: | |
Varvara Alva | Meredith Payette | |
630-647-7460 | 312-517-6216 | |
ir@gogoair.com | pr@gogoair.com |
Gogo Inc. Announces Successful Consent Solicitation with Respect to
Senior Secured Notes due 2022
Chicago, Ill., September 20, 2017 /PRNewswire Gogo Inc. (Gogo) (NASDAQ: GOGO) today announced the expiration, at 5:00 p.m., New York City time, on September 20, 2017 (the Expiration Date), and results of, the previously announced consent solicitation with respect to the 12.500% senior secured notes due 2022 (the Notes) issued by Gogos direct wholly owned subsidiary, Gogo Intermediate Holdings LLC (the Issuer), and its indirect wholly owned subsidiary, Gogo Finance Co. Inc. (together with the Issuer, the Issuers).
As of the Expiration Date, the Issuers received consents from holders of at least a majority in aggregate principal amount of the Notes (excluding Notes held by the Issuers or any affiliates of the Issuers) as of 5:00 p.m., New York City time, on September 13, 2017.
In conjunction with receiving the requisite consents, the Issuers, Gogo and certain subsidiaries of the Issuer, as guarantors (Gogo and such subsidiaries, the Guarantors), and U.S. Bank National Association, as trustee (the Trustee), entered into the first supplemental indenture (the Supplemental Indenture) to the indenture governing the Notes, dated as of June 14, 2016 (the Indenture), to effect the proposed amendments to the Indenture (collectively, the Indenture Amendments). The purpose of the Indenture Amendments is to provide Gogo and its subsidiaries with additional flexibility under the Indenture to opportunistically raise additional financing and to facilitate the growth of Gogos business. The Supplemental Indenture became effective immediately upon execution.
In addition, the Issuers and the Guarantors, as grantors (the Grantors), and U.S. Bank National Association, as collateral agent (the Collateral Agent), entered into the collateral agreement amendment (the CAA), which amended the collateral agreement, dated as of June 14, 2016 (the Collateral Agreement), made by the Grantors in favor of the Collateral Agent, to effect the proposed amendments to the Collateral Agreement (the Collateral Agreement Amendments and, together with the Indenture Amendments, the Amendments). The purpose of the Collateral Agreement Amendments is to reduce the administrative burden on Gogo and its subsidiaries with respect to foreign intellectual property-related matters. The CAA became effective immediately upon execution.
Within 10 business days of the Expiration Date, the Issuer will pay, or cause to be paid, to each Note holder who validly delivered (and did not validly revoke) a consent a cash payment of $2.50 for each $1,000 of principal amount of Notes in respect of which such consent was delivered. Following the Expiration Date, any consents given may not be revoked.
This announcement is for informational purposes only and is neither an offer to sell nor a solicitation of an offer to buy any Notes or any other securities. This announcement is also not a solicitation of consents with respect to the Amendments or any securities. The solicitation of consents was made pursuant to the terms of the Consent Solicitation Statement and the related Letter of Consent. The solicitation of consents was not made in any jurisdiction in which, or to or from any person to or from whom, it is unlawful to make such solicitation under applicable state or foreign securities or blue sky laws.
Any inquiries regarding the consent solicitation may be directed to D.F. King & Co., Inc., as information, tabulation and paying agent for the consent solicitation, at (877) 283-0325 (toll-free), (212) 269-5500 (collect) or by email at gogo@dfking.com, or to the solicitation agent for the consent solicitation, Morgan Stanley & Co. LLC, at (800) 624-1808 (toll-free) or (212) 761-1057 (collect).
Forward-Looking Statements
This press release includes forward-looking statements within the meaning of the Federal Private Securities Litigation Reform Act of 1995 that are based on managements beliefs and assumptions and on information currently available to management. Most forward-looking statements contain words that identify them as forward-looking, such as anticipates, believes, continues, could, seeks, estimates, expects, intends, may, plans, potential, predicts, projects, should, will, would or similar expressions and the negatives of those terms that relate to future events. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause Gogos actual results, performance or achievements to be materially different from any projected results, performance or achievements expressed or implied by the forward-looking statements. Forward-looking statements represent the beliefs and assumptions of Gogo only as of the date of this press release and Gogo undertakes no obligation to update or revise publicly any such forward-looking statements, whether as a result of new information, future events or otherwise. As such, Gogos future results may vary from any expectations or goals expressed in, or implied by, the forward-looking statements included in this press release, possibly to a material degree. Gogo cannot assure you that the assumptions made in preparing any of the forward-looking statements will prove accurate or that any long-term financial or operational goals and targets will be realized. For a discussion of some of the important factors that could cause Gogos results to differ materially from those expressed in, or implied by, the forward-looking statements included in this presentation, investors should refer to the disclosure contained under the headings Risk Factors and Cautionary Note Regarding Forward-Looking Statements in Gogos filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K and Quarterly Reports on Form 10-Q.
2