Tuesday, June 25, 2024 Hawaiian Airlines, Inc. (“Company”) today announced the commencement of an exchange offer (“Exchange Offer”) and consent solicitation (“Consent Solicitation”) by its subsidiaries, Hawaiian Brand Intellectual Property, Ltd. (“Brand Issuer”) and HawaiianMiles Loyalty, Ltd.
(“Loyalty Issuer”) (collectively, “Issuers”). The Issuers are offering to exchange their outstanding 5.750% Senior Secured Notes due 2026 (“Existing Notes”) for 11.
000% Senior Secured Notes due 2029 (“New Notes”) and cash. Prior to launching the Exchange Offer, holders of nearly 50% of the aggregate principal amount of Existing Notes indicated their intent to participate, but there is no assurance they will. The Consent Solicitation seeks consents (“Consents”) for proposed amendments (“Proposed Amendments”) to the indenture governing the Existing Notes.
Eligible Holders who tender their Existing Notes must also deliver Consents to the Proposed Amendments, and cannot deliver Consents without tendering their Existing Notes. The Exchange Offer and Consent Solicitation is made solely to Eligible Holders, defined as holders reasonably believed to be “qualified institutional buyers” under Rule 144A of the Securities Act of 1933 (“Securities Act”), or holders outside the United States who are not “U.S.
persons” as defined in Regulation S under the Securities Act. The terms are detailed in the confidential offering memorandum and solicitation .
