Mr. Stephen King reports
NFI ANNOUNCES NEW $845 MILLION FIRST LIEN SENIOR CREDIT FACILITY
NFI Group Inc. and certain of its subsidiaries have entered into a new revolving credit facility with a total borrowing limit of $845-million, which includes $300-million in letter of credit availability.
The first lien facility is secured and has a two-year term, which can be extended for an additional two years if NFI enters into certain additional subordinated credit arrangements. It refinances and replaces the company's existing first lien senior term and revolving credit facilities, which had a total combined borrowing limit of approximately $801-million, and will be effective upon completion of certain wire transfers being made within the next day.
"Our new credit facility provides us with improved covenants, increased liquidity and greater financial flexibility. The facility's term and visibility also position us well as we execute on our record backlog and drive operational performance," said Brian Dewsnup, chief financial officer, NFI Group. "We were pleased to see the strong support of our banking partners to put this improved facility in place. We look forward to continuing to work with them as we evaluate other refinancing opportunities that further support our goal of improving liquidity and lowering total interest expense."
Loans under the first lien facility bear interest at a rate equal to SOFR (secured overnight financing rate) or U.S. base rate for loans denominated in U.S. dollars, CORRA (Canadian overnight repo rate average) or a Canadian prime rate for loans denominated in Canadian dollars, SONIA (sterling overnight index average) for loans denominated in pounds sterling, and Euribor (euro interbank offered rate) for loans denominated in euros, plus an applicable margin to those rates.
Under the first lien facility, there are certain financial covenants that the company must maintain, which are outlined in the attached table.
There is a minimum liquidity covenant of $50-million that comes into effect as of the end of Q3 (third quarter) 2025 and continues for the term of the facility. There are also certain terms and conditions related to permitted debt balances, distributions, investments and other items. There are no limitations on capital expenditures.
The first lien facility is structured to allow for more relaxed covenants, additional credit enhancements (such as an accordion feature), removal of the minimum liquidity requirement and an extension of the tenor, in the event that the company enters into certain additional subordinated credit arrangements within the initial two-year term. If completed, the additional subordinated credit arrangements would be used in part to permanently reduce the borrowing limit of the first lien facility.
National Bank of Canada is the administrative agent under the first lien facility and National Bank Financial Inc., the Bank of Nova Scotia, BMO Capital Markets, Canadian Imperial Bank of Commerce and the Toronto-Dominion Bank are the co-lead arrangers. The first lien facility has been syndicated, with the lenders comprising affiliates of the five co-lead arrangers and five other financial institutions, all of which were parties to the previous credit facilities.
A copy of the first lien facility agreement will be available on SEDAR+ in due course. NFI will be releasing its first quarter 2025 results on May 8, 2025, and will discuss its results and this new credit agreement on a conference call on the morning of May 9, 2025.
About NFI Group Inc.
Leveraging 450 years of combined experience, NFI offers a wide range of propulsion agnostic bus and coach platforms, including market leading electric models. Through its low- and zero-emission buses and coaches, infrastructure, and technology, NFI meets today's urban demands for scalable smart mobility solutions. Together, NFI is enabling more livable cities through connected, clean and sustainable transportation.
With nearly 9,000 team members in 10 countries, NFI is a leading global bus manufacturer of mass mobility solutions under the brands New Flyer (heavy-duty transit buses), MCI (motorcoaches), Alexander Dennis Ltd. (single- and double-deck buses), Plaxton (motorcoaches), ARBOC (low-floor cutaway and medium-duty buses), and NFI Parts. NFI currently offers the widest range of sustainable drive systems available, including zero-emission electric (trolley, battery and fuel cell), natural gas, electric hybrid and clean diesel. In total, NFI supports its installed base of over 100,000 buses and coaches around the world. NFI's common shares trade on the Toronto Stock Exchange under the symbol NFI and its convertible unsecured debentures trade on the TSX under the symbol NFI.DB.
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