FedEx Corp. (NYSE: FDX) (“FedEx”)
and Federal Express Corp. (“Federal
Express” and, together with FedEx, the “Companies”) today announced the commencement of
consent solicitations relating to the securities listed below
(each, a “Series” and collectively,
the “Securities”).
Security CUSIP Number
Aggregate Principal
AmountOutstanding
7.60% Notes due 2097 313309AP1 $240,000,000 7.96% 1993
Series C2 Pass Through Certificates 31331FAF8 $5,738,000 7.58% 1995
Series B3 Pass Through Certificates 31331FAP6 $45,828,741 8.17%
1996 Series A2 Pass Through Certificates 31331FAR2 $20,850,345
7.84% 1996 Series B2 Pass Through Certificates 31331FAT8
$24,886,616 6.720% 1998-1-A Pass Through Certificates 31331FAX9
$208,062,796 6.845% 1998-1-B Pass Through Certificates 31331FAY7
$52,862,629 7.65% 1999-1-A Pass Through Certificates 31331FBA8
$58,154,565 7.90% 1999-1-B Pass Through Certificates 31331FBB6
$18,444,565 8.25% 1999-1-C Pass Through Certificates 31331FBC4
$8,624,500 2.625% 2012 Pass Through Certificates 313305AA2
$59,301,612
Each consent solicitation will expire at 5:00 p.m., New York
City time, on May 2, 2016, unless extended or earlier terminated
with respect to a consent solicitation or the consent solicitations
(the “Expiration Date”), subject to
the terms and conditions of the consent solicitations set forth in
the consent solicitation statement, dated as of April 22, 2016.
Prior to the commencement of the consent solicitation, FedEx
issued unconditional and irrevocable guarantees of the 7.60% Notes
due 2097 and of Federal Express’s obligations under the aircraft
lease agreements that serve as collateral for the equipment trust
certificates underlying each of the several series of pass through
certificates, as well as Federal Express’s obligations under the
related participation agreements and other related agreements to
which Federal Express is a party.
The proposed amendments for which consent is being sought will,
with respect to the 7.60% Notes due 2097, amend the indenture
governing the notes and, with respect to the pass through
certificates of each series, will amend the pass through trust
agreement relating to such series and any participation agreement
relating to such series. This amendment will permit Federal Express
to satisfy its obligation to provide certain information to the
respective parties specified in the relevant agreements, including
in some instances, certain audited financial information of Federal
Express, with certain information relating to FedEx. If approved by
the holders of a majority in aggregate principal amount of any
particular Series, the proposed amendments will be binding on all
holders of such Series of Securities and only holders of such
Series of Securities validly delivering consents (which are not
validly revoked) will receive the consent payment. Consents may be
revoked at any time prior to 5:00 p.m., New York City time, on May
2, 2016, as the same may be extended with respect to a consent
solicitation or the consent solicitations.
For a complete statement of the terms and conditions of the
consent solicitations, holders of the Securities should refer to
the consent solicitation statement, dated as of April 22, 2016.
Such conditions to the consent solicitations are for the sole
benefit of Federal Express, and may be waived by Federal Express at
any time. Federal Express may terminate, extend or amend all, or
any, of the consent solicitations at any time.
The Solicitation Agent in connection with the consent
solicitations is BofA Merrill Lynch. Questions regarding the
consent solicitations may be directed to BofA Merrill Lynch,
attention: Liability Management Group, at (888) 292-0070 (toll
free) or (980) 683-3215 (collect). Global Bondholder Services
Corporation is serving as Information Agent, Tabulation Agent and
Paying Agent in connection with the consent solicitations. Requests
for assistance in delivering consents or for additional copies of
the consent solicitation statement should be directed to the
Information Agent at (866) 794-2200 (toll free) or (212) 430-3774
(banks and brokers) (collect).
This announcement is not an offer to purchase, a solicitation of
an offer to purchase, or a solicitation of consents with respect to
any securities, including the Securities. The consent solicitations
are being made solely by the consent solicitation statement and are
subject to the terms and conditions stated therein. No
recommendation is made, or has been authorized to be made, as to
whether or not holders of a particular Series of Securities should
consent to the adoption of the proposed amendment pursuant to the
applicable consent solicitation. The Companies reserve the right,
in their sole discretion, to modify the consent solicitation
statement or to amend or terminate any or all of the consent
solicitations.
The Investor Relations page of our website, investors.fedex.com,
contains a significant amount of information about FedEx, including
our SEC filings and financial and other information for investors.
The information that we post on our Investor Relations website
could be deemed to be material information. We encourage investors,
the media and others interested in the company to visit this
website from time to time, as information is updated and new
information is posted.
Certain statements in this press release may be considered
forward-looking statements, such as statements relating to
management’s views with respect to future events and financial
performance. Such forward-looking statements are subject to risks,
uncertainties and other factors which could cause actual results to
differ materially from historical experience or from future results
expressed or implied by such forward-looking statements. Potential
risks and uncertainties include, but are not limited to, economic
conditions in the global markets in which we operate, our ability
to execute on our profit improvement programs, legal challenges or
changes related to FedEx Ground’s owner-operators, new U.S.
domestic or international government regulation, the impact from
any terrorist activities or international conflicts, our ability to
effectively operate, integrate and leverage acquired businesses,
changes in fuel prices and currency exchange rates, our ability to
match capacity to shifting volume levels and other factors which
can be found in FedEx Corp.’s and its subsidiaries’ press releases
and filings with the SEC. Any forward-looking statement speaks only
as of the date on which it is made. We do not undertake or assume
any obligation to update or revise any forward-looking statement,
whether as a result of new information, future events or
otherwise.
FedEx Corp. (NYSE: FDX) provides customers and businesses
worldwide with a broad portfolio of transportation, e-commerce and
business services. With annual revenues of $49 billion, the company
offers integrated business applications through operating companies
competing collectively and managed collaboratively, under the
respected FedEx brand. Consistently ranked among the world’s most
admired and trusted employers, FedEx inspires its 340,000 team
members to remain “absolutely, positively” focused on safety, the
highest ethical and professional standards and the needs of their
customers and communities. For more information, visit
news.fedex.com.
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version on businesswire.com: http://www.businesswire.com/news/home/20160422005106/en/
FedEx Corp.Media Contact:Jess Bunn, 901-818-7463orInvestor
Contact:Mickey Foster, 901-818-7468Home Page: fedex.com
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