NFI Announces Completion of $600 million Second Lien Notes Offering

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WINNIPEG, Manitoba, June 13, 2025 (GLOBE NEWSWIRE) --  (TSX: NFI, OTC: NFYEF, TSX: NFI.DB) NFI Group Inc. (NFI, or the Company) a leader in propulsion-agnostic bus and coach mobility solutions, today announced that its subsidiary, New Flyer Holdings, Inc. (the Issuer), has completed its previously announced private offering of $600 million in aggregate principal amount of 9.250% second lien senior secured notes due 2030 (the Notes).

NFI received net proceeds of approximately $591.7 million, after deduction of certain fees, expenses and commissions. NFI is using the net proceeds from the offering of the Notes to repay certain indebtedness under the Company’s existing credit facilities, including a portion of the amounts outstanding under the First Lien Senior Credit Facility (defined below), its existing $180 million second lien credit facility and certain other existing indebtedness, and to pay certain related fees and expenses.

The Notes are fully and unconditionally guaranteed, jointly and severally, on a senior second lien basis by NFI and subsidiaries of NFI that guarantee the Company’s First Lien Senior Credit Facility.

The Notes have semi-annual interest payments commencing January 1, 2026, and a final maturity date of July 1, 2030. On or after July 1, 2027, the Issuer may, on one or more occasions, redeem the Notes, at its option in whole or in part at a redemption price, plus accrued and unpaid interest, of 104.625% during the 12-month period commencing on July 1, 2027, and at 102.313% during the 12-month period commencing July 1, 2028. The Notes can be redeemed at par, plus accrued and unpaid interest from July 1, 2029, onwards.

In connection with the completion of the Notes offering, the Company’s existing first lien senior credit facility (the “First Lien Senior Credit Facility”) was automatically extended to May 7, 2029, and the maximum commitments under it were reduced to $700 million, which includes $300 million in letter of credit availability. The First Lien Senior Credit Facility is available to be drawn on a revolving basis for general corporate purposes. The minimum liquidity covenant of $50 million under the First Lien Senior Credit Facility longer applies and certain additional enhancements have become operative.