Landmark Sale Valued at Up to $276.3 million to Facilitate Repayment of Debt and Vendor Payables – Commitment to Airline Business Reaffirmed
McMinnville, Oregon — ([BUSINESS WIRE]) — March 19, 2013 – Evergreen International Aviation, Inc. (“Evergreen”), a leading provider of diversified air cargo transportation and aviation support services, today announced that it has executed a stock purchase agreement for the sale of Evergreen Helicopters, Inc. (“EHI”) to Erickson Air Crane Incorporated (NASDAQ: EAC) (“Erickson”).
Mr. Delford M. Smith, who founded EHI in 1960 and serves as Evergreen’s Chief Executive Officer, said, “I am very proud of having built EHI into a worldwide leader in helicopter services and have always been committed to ensuring that EHI deliver the highest level of service to its customers and be positioned for continued growth. EHI is proud to have been a pioneer in deploying the helicopter as an angel of mercy and an industrial workhorse. The combination of EHI and Erickson provides the opportunity for EHI to maintain its momentum and continue to provide excellent service to its customers, while at the same time providing Evergreen with the necessary liquidity and other resources to ensure the long-term success of the airlines and our other remaining businesses.” Mr. Smith, a pioneer in the aviation industry, an American patriot, and winner of the prestigious Wright Brothers Award, further stated “I am happy that EHI will remain in the State of Oregon under the umbrella of Portland-based Erickson, an excellent company with a bright future.”
Under the terms of the stock purchase agreement, Erickson will acquire EHI in a transaction valued at up to $276.3 million, consisting of $185.0 million in cash, $17.5 million in an unsecured promissory notes issued by Erickson, approximately four million mandatorily convertible preferred shares of Erickson valued at $47.5 million (based on an agreed value of $11.85 per share), and up to $26.3 million in earn-out payments based on certain revenue targets for calendar years 2013, 2014 and 2015. The preferred shares are automatically convertible into an equal number of common shares of Erickson, following notice from Erickson that such conversion has been approved by Erickson’s shareholders as required under NASDAQ Marketplace Rules, which Erickson intends to seek following the closing of the transaction. A substantial portion of the cash, the entire principal amount of the promissory notes and all of the preferred shares received by Evergreen at the closing will be used to pay down loans outstanding under Evergreen’s first and second lien credit facilities. Successful completion of the acquisition is contingent upon Erickson obtaining debt financing, and subject to other customary closing conditions. The transaction is expected to close during the second quarter of 2013.
Mr. Smith concluded, “The sale of EHI provides us with needed capital to repay existing debt and gives us the liquidity to support our airline and remaining businesses. Our commitment to building a world-class airline business has never been greater, and we are thankful for the support of our customers, suppliers, vendors and employees as we continue our journey.”
Goldman, Sachs & Co. served as financial advisor to Evergreen and Skadden, Arps, Slate, Meagher & Flom LLP served as legal counsel. FTI Consulting provided transaction advisory services for the sale.
About Evergreen International Aviation, Inc.
Evergreen International Aviation, Inc., through its subsidiaries, provides air freight and aviation services to air carriers, aviation companies, and governmental agencies worldwide. With international operating authority and a network of global offices and affiliates, Evergreen consists of an international cargo airline that owns and operates a fleet of Boeing 747s, an aircraft ground handling company, and an aircraft sales and leasing company. In addition to these endeavors, Evergreen owns and operates Evergreen Agricultural Enterprises and is headquartered near the not-for-profit Evergreen Aviation Museum, home of the Spruce Goose. The company was founded by Delford M. Smith and is based in McMinnville, Oregon. For more information, please visit www.evergreenaviation.com
About Erickson Air Crane Incorporated
Erickson Air-Crane specializes in the operation and manufacture of the Erickson S-64 Aircrane (the “Aircrane”), a versatile and powerful heavy-lift helicopter. The Aircrane has a lift capacity of up to 25,000 pounds and is the only commercial aircraft built specifically as a flying crane without a fuselage for internal loads. The Aircrane is also the only commercial heavy-lift helicopter with a rear load-facing cockpit, combining an unobstructed view and complete aircraft control for precision lift and load placement capabilities. Erickson Air-Crane owns and operates a fleet of 18 Aircranes, which are used to support a wide variety of government and commercial customers worldwide across a broad range of aerial services, including firefighting, timber harvesting, infrastructure construction, and crewing. Erickson Air-Crane also manufactures Aircranes and related components for sale to government and commercial customers and provides aftermarket support and maintenance, repair, and overhaul services for the Aircrane and other aircraft. Founded in 1971, Erickson Air-Crane is headquartered in Portland, Oregon with its principal manufacturing facility based in Central Point, Oregon. For more information, please visit ericksoninc.com/.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements that are subject to substantial risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. You can identify forward-looking statements by words such as “believe,” “may,” “estimate,” “continue,” “anticipate,” “intend,” “plan,” “expect,” “predict,” “potential,” or the negative of these terms or other comparable terminology. These forward-looking statements are based on management’s current expectations but they involve a number of risks and uncertainties. Actual results and the timing of events could differ materially from those anticipated in the forward-looking statements as a result of risks and uncertainties.
