Air France-KLM has raised €300 million ($312 million) with the successful offering of subordinated unsecured bonds convertible into new shares and exchangeable for existing shares in the group.
Deutsche Bank, HSBC Continental Europe and Natixis are acting as structuring banks and as joint global coordinators of the offering. Credit Agricole Corporate and Investment Bank is acting as co-global coordinator and together with the joint global coordinators and with Société Générale as joint bookrunners in the transaction.
The bonds issued at par with a nominal value of €100,000 each and with a conversion premium of 22.5% over the company's reference share price. The reference share price is equal to €1.2464.
Until 23 November 2025, the bonds will bear interest at a nominal annual rate of 6.5%; from 23 November 2025, the bonds will bear interest at a rate equal to 1,300 basis points above the applicable three year-Mid-Swap Rate in Euro as a reference rate (which will reset every three years).
The net proceeds of the offering will repay the perpetual bonds held by the French State, issued in April 2021.
The settlement and delivery of the bonds is expected to take place on 23 November 2022. One month later, an application will be made for admission of the Bonds to trading on the non-regulated open market of Euronext in Paris.
The bonds are undated and will only be repayable in the event of the liquidation of the company or upon the expiry of the term indicated in the company's by-laws. Air France-KLM reserves the right to the early redemption of the bonds on 23 November 2025, or every subsequent interest payment date, or in the case of a change of control.
CMA CGM who holds 9.0% of Air France-KLM has subscribed pro rata to its shareholding, corresponding to a nominal amount of c. € 27 million.