MD Helicopters Enters Into Asset Purchase Agreement with Group Led by Bardin Hill and MBIA Insurance Corporation
Creditor Consortium to Serve as “Stalking Horse Bidder” in Court-Supervised Sale Process and Provide New Capital to Support Operations
Mesa, Ariz., March 30, 2022
MD Helicopters, Inc. (“MD” or “the Company”) today announced that it has entered into an Asset Purchase Agreement with a creditor consortium led by Bardin Hill and MBIA Insurance Corporation (the “Creditor Consortium”). The Creditor Consortium will acquire nearly all of the Company’s assets and provide new capital to strengthen MD’s financial position and support the Company’s continued ability to manufacture and service its high-performance helicopters. The Company expects to continue its regular course of operations throughout the sale process and remains focused on serving its civil and military customers and working with suppliers as normal.
As part of the transaction process, the Company today filed voluntary petitions for reorganization under Chapter 11 of the U.S. Bankruptcy Code in Wilmington, Delaware. Doing so provides a forum that will allow for a quick and orderly sale of the Company, with the Creditor Consortium serving as the “stalking horse bidder” in a court-supervised sale process. Accordingly, the proposed transaction with the Creditor Consortium is subject to higher or otherwise better offers, court approval and other customary conditions.
“Since last year, we have been exploring a potential sale of the Company that would enable us to move forward with new ownership to support MD’s continued manufacturing operations and maintenance services long into the future, as well as deleverage our capital structure,” said Alan Carr, Sole Director and Chairman of the Board of MD Helicopters. “After a thorough review of the options available to us, we believe this transaction and court-supervised process will help achieve our objective and create the best path forward for MD and all of our stakeholders. We are as dedicated as ever to meeting our customers’ high expectations no matter the mission, and we appreciate the hard work of our employees as we take this important step to position MD for the future.”
“MD has a storied history in the aerospace industry and a track record of delivering exceptional performance, value and support to its operators,” said Jason Dillow, Chief Executive Officer and Chief Investment Officer of Bardin Hill. “We believe MD is on an exciting growth trajectory, led by a strong management team, state-of-the-art technology, and an established brand. We look forward to working with the MD team in this new chapter for the Company.”
In connection with the proposed sale transaction, the Company has received a commitment of approximately $60 million in debtor-in-possession (“DIP”) financing from accounts managed by Bardin Hill and MB Global Partners. Upon court approval, this new financing, together with cash generated from MD’s ongoing operations, is expected to support the business throughout the sale process.
In conjunction with the Chapter 11 filing, the Company has filed a number of customary motions with the court seeking authorization to continue to support its operations during the court-supervised sale process, including authority to continue, without interruption, paying employee wages and benefits and
honoring customer commitments and programs, and authority to pay the existing (i.e. as of the date the cases were commenced) claims of several categories of key vendors consistent with historical practices.
Additional information is available on MD’s restructuring website at MDRestructuring.com, or by calling MD’s Restructuring Hotline at 844-205-4334 (toll-free in the U.S. and Canada) or 646-442-5834 (for calls originating outside the U.S. and Canada). Court documents and additional information about the court-supervised process are available on a separate website administered by MD’s proposed claims and noticing agent, Kroll Restructuring Administration LLC (formerly known as Prime Clerk LLC), at https://cases.primeclerk.com/MDHelicopters/.
Latham & Watkins LLP is serving as MD’s legal counsel, Moelis & Company LLC is serving as investment banker and AlixPartners LLP is serving as financial and restructuring advisor to the Company.
The Creditor Consortium is advised by seasoned aerospace executives Ed Dolanski and Brad Pedersen.
About MD Helicopters, Inc.
MD Helicopters, Inc. (MDHI), is a leading rotorcraft manufacturer of American Made commercial, military, law enforcement, and air-rescue helicopters. The MDHI family of rotorcraft is world renowned for its value, versatility, and performance. Commercial offerings include the MD 500E, MD 530F, MD 520N, MD 600N, and twin-engine MD 902 Explorer. The MD 530F Cayuse Warrior and MD 530G Attack Helicopter comprise the company’s high-performance military offerings. A key feature of the MD 902, MD 600N, and MD 520N is the innovative NOTAR® system for anti-torque control with no tail rotor – exclusively by MDHI to provide safer, quieter performance and confined-area access capability.
This announcement may include certain forward looking statements and projections provided by the Company. Any such statements and projections reflect various estimates and assumptions by the Company concerning anticipated results. No representations or warranties are made by the Company or any of its affiliates as to the accuracy of any such statements or projections. Whether or not any such forward looking statements or projections are in fact achieved will depend upon future events, some of which are not within the control of the Company. Accordingly, actual results may vary from the projected results and such variations may be material. Statements contained herein describing documents and agreements are summaries only and such summaries are qualified in their entirety by reference to such documents and agreements.
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