Northstar Obtains Extension of CCAA Stay Period and Credit Facilities

CHICAGO, IL, Aug. 3, 2012 /CNW/ - Northstar Aerospace, Inc. (the "Corporation", together with certain of its affiliates "Northstar") announced today that the Ontario Superior Court of Justice (Commercial Division) (the "Canadian Court") which is supervising the proceedings of the Corporation and certain of its Canadian affiliates under the Companies' Creditors Arrangement Act commenced on June 14, 2012 (the "CCAA Proceedings") granted an Order on August 2, 2012 extending the stay of proceedings against Northstar through October 31, 2012.  The Corporation has also obtained an amendment to the debtor-in-possession ("DIP") financing with its senior and junior DIP lenders to extend the maturity date of the related financings through August 20, 2012.

As previously announced, Northstar entered into an asset purchase agreement with Heligear Acquisition Co. (as U.S. Purchaser) and Heligear Canada Acquisition Corporation (as Canadian Purchaser), each affiliates of Wynnchurch Capital, Ltd, which provides for the sale of substantially all of the operating assets of Northstar, together with the assumption of certain liabilities, subject to customary adjustments.  Northstar continues to work with the Purchasers to accomplish a Closing of the transaction as soon as possible after the satisfaction or waiver of all conditions precedent to the Closing. Based on the anticipated proceeds it is expected that there will be insufficient proceeds to fully repay Northstar's secured lenders.

Information about the Corporation's and its Canadian affiliates' CCAA Proceedings, including copies of Canadian Court Orders and the Monitor's reports, are available on the Monitor's website at www.ey.com/ca/northstaraerospace.  Information about the Chapter 11 Proceedings of certain U.S. affiliates of the Corporation, including U.S. Court Orders, are available at www.loganandco.com.

Northstar Aerospace, Inc. (www.nsaero.com) is North America's leading independent manufacturer of flight critical gears and transmissions.  Northstar Aerospace, Inc. is a public company with operating subsidiaries in the United States and Canada.  Its principal products include helicopter gears and transmissions, accessory gearbox assemblies, rotorcraft drive systems and other machined and fabricated parts.  It also provides maintenance, repair and overhaul of components and transmissions. The Company's executive offices are located in Chicago, Illinois.  Its plants are located in Chicago, Illinois; Phoenix, Arizona and Milton and Windsor, Ontario.

Forward Looking Statements

This press release contains forward-looking statements that are subject to risks and uncertainties. All statements, other than statements of historical fact included in this press release, including the statements in the press release relating to the Corporation's CCAA proceeding, the sales process and obtaining additional financing may be or include forward-looking statements. Forward-looking information contained herein is based upon a number of assumptions and actual future events may differ materially depending on a variety of factors, including the Corporation's ability to access sufficient financing and the conditions associated with the sale of the Corporation's assets. Other important factors that could cause actual results to differ materially from the Corporation's expectations (together with the cautionary statements in the previous sentence, "Cautionary Statements") are included in the Corporation's Consolidated Financial Statements for the Years Ended December 31, 2010 and 2009 -  Management's Discussion and Analysis - Risks and Uncertainties, the Corporation's Annual Information Form filed on March 25, 2011, under the heading of Risks and Uncertainties, the Corporation's Consolidated Interim Financial Statements for the three and nine months ended September 30, 2011, and 2010 under the heading Basis Of Preparation And Adoption Of IFRS - Going Concern and in the related Management's Discussion and Analysis under the heading Risks and Uncertainties and the heading Going Concern. Although the Corporation believes that the expectations reflected in such forward-looking statements are reasonable, there can be no assurance that such expectations will prove to have been correct. All information contained in this press release and subsequent written and oral forward-looking statements attributable to the Corporation or persons acting on behalf of the Corporation are expressly qualified in their entirety by the Cautionary Statements. The Corporation disclaims any intentions or obligation to update or revise any forward looking statements or comments as a result of any new information, future event or otherwise, unless such disclosure is required by law.

SOURCE: Northstar Aerospace

David G. Anderson, General Counsel at [email protected] or 708.728.2055