TIMCO Aviation Services, Inc. Announces Closing of Tender Offer
March 15 2005 - 7:11PM
PR Newswire (US)
TIMCO Aviation Services, Inc. Announces Closing of Tender Offer
GREENSBORO, N.C., March 15 /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") has closed. In the tender offer, the Company
received tenders and related consents from holders of 47% in
aggregate principal amount of its outstanding Senior Notes and
tenders and related consents from holders of $75% in aggregate
principal amount of its outstanding Junior Notes. At the closing of
the offer, the Company issued 145.9 million shares of its
authorized but unissued common stock to the holders of the Senior
Notes who tendered in the offer (including 19.0 million premium
shares), 8.1 million shares of its authorized but unissued common
stock to the holders of the Junior Notes who tendered in the offer
(including 1.1 million premium shares), and 70.9 million shares to
LJH Ltd. in connection with its partial exercise of the LJH
Warrant. After the closing, the Company has 256.6 million shares
outstanding and Lacy Harber holds approximately 57% of the
outstanding common stock. After consummation of the tender offer,
the Company will have $61.4 million of Senior Notes and $0.9
million of Junior Notes remaining on the books and presented as
long-term notes payable. All such notes will convert at their
maturity (December 31, 2006 with respect to the Senior Notes and
January 2, 2007 with respect to the Junior Notes) into an aggregate
of 145.7 million shares of common stock without any obligation by
the Company for cash payment. Further, upon the conversion of the
remaining Senior Notes and Junior Notes into shares of common stock
at their maturity, LJH Ltd. will receive an additional 62.4 million
shares of common stock upon the final exercise of the LJH Warrant.
At such time, the Company will have 464.7 million shares of common
stock outstanding and LJH Ltd. will own approximately 44.9% 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 Finance, Controller, or Kevin Carter,
Vice President-Planning and Treasurer of TIMCO Aviation Services,
Inc., +1-336-668-4410 Web site: http://www.timco.aero/
Copyright