On July 21, 2021, First Student Bidco Inc. (“First Student”) and First Transit Inc. (“First Transit”) issued $800 million aggregate principal amount of 4.000% senior secured notes due 2029 (the “notes”) in a transaction not subject to the registration requirements of the Securities Act of 1933, as amended, and entered into a new senior secured term loan facility and a senior secured revolving credit facility with certain lenders. Recess Holdco LLC, the indirect parent company of First Student and First Transit (“Parent”), will make annual audited financial statements, together with a Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”), available within 120 days (150 days for fiscal year 2022) after the end of its fiscal year, which ends on the last Saturday of March in any given year. In addition, Parent will make unaudited quarterly financial statements, together with an MD&A, available within 60 days (75 days for the first three quarters ending after July 21, 2021) after the end of each of the first three quarters of each fiscal year and certain required current reports available promptly after the occurrence of such reportable event. The financial information will be made available only to lenders, holders of the notes, bona fide prospective investors of the notes, bona fide securities analysts and bona fide market makers; provided that Parent may deny access to any competitively-sensitive information to any such person that is a competitor or supplier of Parent and its subsidiaries or an affiliate or equity holder thereof, to the extent that Parent determines in good faith that the provision of such information would be competitively harmful to Parent or its subsidiaries. Such person requesting access to our financial information is required to (i) treat all such reports (and the information contained therein) as confidential, (ii) not use such reports and the information contained therein for any purpose other than their investment or potential investment in the notes and (iii) not publicly disclose any such reports (and the information contained therein). The reports will be provided to the administrative agent for First Student and First Transit’s senior secured term loan facility and senior secured revolving credit facility for further distribution to lenders and will be posted on a secure web site, which can be accessed only by holders of the notes, bona fide prospective investors of the notes, bona fide securities analysts and bona fide market makers.
Investor Conference Calls
Parent will host an investor teleconference call for term loan lenders, revolving credit facility lenders, holders of the notes, bona fide prospective investors of the notes, bona fide securities analysts and bona fide market makers after the reports are posted. Prior to the investor call, Parent will announce to such parties the date and time of the call and details on how to access the call.
Accessing Parent’s Secure Web Site
For holders of the notes, bona fide prospective investors of the notes, bona fide securities analysts and bona fide market makers who would like to access the secure web site but have not yet been qualified by Parent, please email your request to the contact below. You can access the “Request for Access to Financial Information” form here. Upon qualification, you will be sent an email with the login instructions.