TIMCO Aviation Services, Inc. Announces Expiration of Offer of Premium for Early Conversion of Its Outstanding Senior and Junior
10 March 2005 - 9:30AM
PR Newswire (US)
TIMCO Aviation Services, Inc. Announces Expiration of Offer of
Premium for Early Conversion of Its Outstanding Senior and Junior
Subordinated Convertible PIK Notes Into Common Stock GREENSBORO,
N.C., March 9 /PRNewswire-FirstCall/ -- TIMCO Aviation Services,
Inc. (OTC:TMAS) (BULLETIN BOARD: TMAS) today announced that its
tender offer to the holders of its 8% senior subordinated
convertible PIK notes due 2006 ("Senior Notes") and its 8% junior
subordinated convertible PIK notes due 2007 ("Junior Notes", and
collectively with the Senior Notes, the "Notes") to receive a 15%
premium for agreeing to an early conversion of their Notes into
shares of the Company's authorized but unissued common stock
("Common Stock") expired on Tuesday, March 8, 2005 at 5 PM, New
York City Time. As of 5:00 PM, New York City time, on March 8,
2005, the Company had received tenders and related consents from
holders of $58.6 million in aggregate principal amount of the
Senior Notes (46.9% of the currently outstanding Senior Notes) and
tenders and related consents from holders of $3.6 million in
aggregate principal amount of the Junior Notes (75.2% of the
currently outstanding Junior Notes). In accordance with the terms
of the offer, all Notes that were properly tendered were accepted
for early conversion. The Company received consents representing a
majority in aggregate principal amount of the outstanding Junior
Notes in the consent solicitation, and accordingly, the proposed
amendments to the indenture governing the Junior Notes will become
effective upon the closing of the offer. Since the Company did not
receive consents representing a majority in aggregate principal
amount of the outstanding Senior Notes in the consent solicitation,
the indenture governing the Senior Notes will not be amended. At
the closing of the offer, which is expected to take place on
Tuesday, March 15, 2005, the Company will issue 145,811,982 shares
of its authorized but unissued common stock to the holders of the
Senior Notes who tendered in the offer (including 19,018,954
premium shares), 8,056,366 shares of its authorized but unissued
common stock to the holders of the Junior Notes who tendered in the
offer (including 1,050,830 premium shares), and 70,902,667 shares
to LJH Ltd. in connection with its partial exercise of the LJH
Warrant. After the closing of the offer, the Company will have
256,412,009 shares outstanding and LJH, Ltd. will own approximately
55.6% of the outstanding common stock. TIMCO Aviation Services,
Inc. is among the world's largest providers of fully integrated
aviation maintenance, repair and overhaul (MR&O) services for
major commercial airlines, regional air carriers, aircraft leasing
companies, government and military units and air cargo carriers.
The Company currently operates four MR&O businesses: Triad
International Maintenance Corporation (known as TIMCO), which, with
its four active locations (Greensboro, NC; Macon, GA; Lake City, FL
and Goodyear, AZ), is one of the largest independent providers of
heavy aircraft maintenance services in the world and also provides
aircraft storage and line maintenance services; Brice Manufacturing
and Aircraft Interior Design, which specialize in the manufacture
and sale of new aircraft seats and aftermarket parts and in the
refurbishment of aircraft interior components; TIMCO Engineered
Systems, which provides engineering services both to our MR&O
operations and our customers; and TIMCO Engine Center, which
refurbishes JT8D engines and performs on-wing repairs for both JT8D
and CFM-56 series engines. Visit TIMCO online at
http://www.timco.aero/ . This press release contains
forward-looking statements. Forward-looking statements involve
known and unknown risks and uncertainties, which may cause the
Company's actual results in future periods to differ materially
from forecasted results. A number of factors, including those
identified in the Company's Tender Offer Statement relating to its
tender offer, its Annual Report on Form 10-K for the year ended
December 31, 2003 and its Quarterly Report on Form 10-Q for the
quarter ended September 30, 2004, could adversely affect the
Company's ability to obtain these results. Copies of the Company's
filings with the U.S. Securities and Exchange Commission are
available from the SEC or may be obtained upon request from the
Company. The Company does not undertake any obligation to update
the information contained herein, which speaks only as of this
date. DATASOURCE: TIMCO Aviation Services, Inc. CONTACT: Roy T.
Rimmer, Jr., Chairman & Chief Executive Officer, or Fritz
Baumgartner, Vice President and Corporate Controller, or Kevin
Carter, Vice President-Planning and Treasurer of TIMCO Aviation
Services, Inc., +1-336-668-4410 Web site: http://www.timco.aero/
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