JetBlue Airways Corporation (NASDAQ: JBLU) has announced its intention to commence a private offering of a proposed $1,500 million aggregate principal amount of senior secured notes due 2031, named the "loyalty notes," and to launch a proposed senior secured term loan b due 2029 in an aggregate principal amount of $1,250 million, referred to as the "loyalty term loan."
These financial instruments will each be guaranteed by certain subsidiaries of JetBlue. The loyalty notes will be secured, on a pari passu basis with the loyalty term loan, by, among other assets, a first-priority lien on the core assets of JetBlue’s customer loyalty program, TrueBlue®. The net proceeds from the loyalty notes and the loyalty term loan are intended to be used for general corporate purposes.
It is important to note that this press release emphasizes that the loyalty notes are being offered only to persons reasonably believed to be "qualified institutional buyers" in an offering exempt from registration in reliance on rule 144a under the Securities Act of 1933. Additionally, the loyalty notes proposed to be offered will not be registered under the Securities Act or any state securities laws and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirements of the securities act or any applicable state securities laws. Following these announcements, the company's shares moved 0.0%, and are now trading at a price of $6.05. For more information, read the company's full 8-K submission here.