Air France-KLM to team up with SAS AB through equity and commercial cooperation
03 Octobre 2023 - 5:58PM
Air France-KLM to team up with SAS AB through equity and commercial
cooperation
Paris, October 3, 2023
Air France-KLM to team up with SAS AB
through equity and commercial
cooperation
- Air France-KLM
to take up to a maximum 19.9% non-controlling stake in the share
capital of the reorganized SAS AB, subject to approvals and
conditions.
- Air France-KLM
ambitions to enhance the Group’s footprint in Scandinavian markets
through a commercial cooperation between its airlines and SAS
AB.
Air France-KLM welcomes today’s announcement by
SAS AB’s Board of Directors that the Air France-KLM Group,
Castlelake, L.P., on behalf of certain funds or affiliates, and
Lind Invest ApS (collectively, the “Consortium”) have, together,
been selected as the winning bidder in SAS’s exit financing
solicitation process.
Benjamin Smith, CEO of Air France-KLM stated:
“This is an important day for SAS and for Air France-KLM. We are
pleased to be part of the winning bidding consortium selected by
the board of SAS. Air France-KLM looks forward to establishing
strong commercial ties with SAS. With its well-established position
in Scandinavia and strong brand, SAS offers tremendous potential to
Air France-KLM. This cooperation will allow Air France-KLM to
enhance its position in the Nordics and improve connectivity for
Scandinavian and European travelers. We look forward to being a
part of this new chapter in SAS’ history and thank the board of SAS
for their trust.”
As previously expressed, Air France-KLM is
determined to play an active role in the consolidation of European
aviation. The envisaged cooperation with SAS is one of the
components of the Group’s strategic roadmap.
The Consortium’s investment proposal remains to
be finalized and is subject to certain conditions and regulatory
approvals including, but not limited to, approval by the European
Commission, the US court overseeing the Chapter 11 reorganization
and, in respect of SAS AB, the Swedish court.
Should this transaction be approved and all the
other conditions (including regulatory clearances and cancellation
of all existing shares of stock of SAS AB) be satisfied, the
Consortium, together with the Danish State, would invest USD 1.175
billion of which USD 475 million in common shares and USD 700
million in the form of secured convertible bonds.
Air France-KLM’s investment would represent a
total of USD 144.5 million, of which USD 109.5 million would be
invested in common shares and USD 35 million would be provided in
the form of secured convertible bonds. Upon completion of the
transaction, Air France-KLM would own up to a maximum 19.9%
non-controlling stake in the share capital of the reorganized SAS
AB.
Air France-KLM’s investment described herein
will not have any impact on the Group’s medium-term outlook.
In parallel to the transaction, and subject to
the satisfaction of certain conditions including SAS AB’s exit from
Star Alliance, Air France-KLM will seek to establish a commercial
cooperation between its airlines and SAS AB. In doing so Air
France-KLM will strengthen its footprint in Scandinavian markets,
where the SAS brand and loyalty program are well-established. Such
commercial cooperation would benefit Scandinavian customers through
extended connectivity and broader access to the worldwide network
of Air France-KLM.
Air France-KLM would like to thank SAS AB’s
Board of Directors for its consideration throughout the competitive
bidding process.
***
Details of the contemplated
transaction:
The net proceeds of this investment would be
used, among other things, to repay post-petition
debtor-in-possession (DIP) financing. General unsecured creditors
would receive USD 325 million of value in the form of cash and
common shares.
Definitive agreements between the members of the
Consortium would include specific provisions whereby Air
France-KLM’s stake may be increased such that Air France-KLM may
become a controlling shareholder, after a minimum of two years,
subject to among other things, certain regulatory conditions and
financial performance.
As noted above, the investment by the Consortium
(which may come to include additional investment partners) is
subject to approval by the US court and consummation of a Chapter
11 plan of reorganization of SAS AB and certain of its
subsidiaries. Such approval will come only after the Chapter 11
plan is submitted to creditors for a vote. SAS AB and those
subsidiaries intend to undertake the process necessary to obtain
such approval by the US court in short order. SAS AB may thereafter
apply for a Swedish in-court reorganization aimed at implementing a
Swedish reorganization plan for SAS AB that results in cancellation
of all existing shares of stock of SAS AB pursuant to Swedish law.
Following that, the investment may be consummated as part of
implementing the Chapter 11 plan of reorganization.
Disclaimer
This press release is for information purposes
only and does not, and shall not, constitute an offer to sell or a
solicitation of an offer to buy or subscribe any securities of Air
France-KLM nor a solicitation to offer to purchase or to subscribe
securities of Air France-KLM in France or any other
jurisdiction.
Certain information included in this press
release are not historical facts but are forward-looking
statements. These forward-looking statements are based on current
beliefs, expectations and assumptions, and involve known and
unknown risks, uncertainties and other factors, which may cause
actual results, performance or achievements, or industry results or
other events, to be materially different from those expressed or
implied by these forward-looking statements. Forward-looking
statements speak only as of the date of this press release and Air
France-KLM expressly disclaims any obligation or undertaking to
release any update or revisions to any forward-looking statements
included in this press release to reflect any change in
expectations or any change in events, conditions or circumstances
on which these forward-looking statements are based. Such
forward-looking statements are for illustrative purposes only.
Forward-looking information and statements are not guarantees of
future performance and are subject to various risks and
uncertainties, many of which are difficult to predict and generally
beyond the control of Air France-KLM. The forward-looking
statements included in this press release do not include any
assumption for a further significant deterioration in market
conditions or the current geopolitical situation. These risks and
uncertainties include those discussed or identified under section
3.1 of the Universal Registration Document of Air France-KLM, filed
with the French Autorité des Marchés Financiers (AMF) on 24 April
2023 and available on the Air France-KLM’s website
(www.airfranceklm.com) and the AMF’s website
(www.amf-france.org).
Investor
Relations
Michiel
Klinkers Marouane
Mami
michiel.klinkers@airfranceklm.com mamami@airfranceklm.com
Website: www.airfranceklm.com
- 03102023- Air France-KLM to team up with SAS AB through equity
and commercial cooperation
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