ERICKSON AIR-CRANE INCORPORATEDPurchase Agreement • May 1st, 2013 • Erickson Air-Crane Inc. • Aircraft & parts • New York
The Company will use the net proceeds from the offering of the Notes (as defined below), together with cash on hand, the proceeds of the Company’s new senior subordinated notes pursuant to the Evergreen Acquisition Agreement (as defined below) in the initial aggregate principal amount of $17.5 million, the issuance of the Company’s new series of preferred stock and the issuance of promissory notes pursuant to the Evergreen Acquisition Agreement, if certain financial milestones are met, in an aggregate principal amount (excluding any accreted or payment-in-kind amounts) of up to $26.25 million, to (i) finance the acquisition of Evergreen and its subsidiaries (the “Evergreen Acquisition”) and of Air Amazonia Serviços Aéreos Ltda., a Brazilian company (“Air Amazonia”) (the “Air Amazonia Acquisition” and together with the Evergreen Acquisition, the “Acquisitions”), (ii) refinance the Company’s existing unsecured subordinated promissory notes due 2015, (iii) refinance the Company’s existing
