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Datasite Confidentiality Acknowledgment
The information contained in this datasite is strictly confidential and is provided by Voyager Aviation Holdings, LLC (formerly Intrepid Aviation Group Holdings, LLC) (the “Company”) and Voyager Finance Co. (formerly Intrepid Finance Co.) (together with the Company, the “Issuers”) to you solely for informational purposes only to allow you to make an independent evaluation of the Issuers and certain securities (the “Securities”) of the Issuers.
Any reproduction, dissemination or onward transmission of the information contained in this datasite is prohibited without the prior express written consent of the Company pursuant to the restrictions in this agreement (the “Agreement”). By accessing this datasite, you acknowledge and agree to comply with the restrictions in this Agreement.
Access to this datasite and the information, which may include certain non-public information concerning the Issuers, contained therein (collectively, the “Materials”) is only being provided to persons that are authorized and/or qualified to view the Materials, and requires that you be either (1) a “qualified institutional buyer” as defined in Rule 144A under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or (2) a non-U.S. person with any potential offer or purchase being made in an offshore transaction in reliance on Regulation S of the Securities Act.
By accessing the Materials, you warrant and acknowledge that you are authorized to access the Materials and that you fall within one of the applicable categories (1) or (2) above. The Materials do not constitute an offer or an invitation by, or on behalf of any entity, to subscribe for or purchase any securities in any jurisdiction by any person to whom it is unlawful to make such an offer or solicitation in such jurisdiction.
You agree that the Materials will be used by you and by your directors, officers, employees, agents, affiliates or professional advisors (such persons, including, without limitation, attorneys and accountants, collectively, your “Representatives”) solely to review the Securities and not otherwise, and that such Materials will be kept confidential by you and your Representatives; provided, however, that any of such Materials may be disclosed to your Representatives who are actively and directly participating in the evaluation of the Securities (it being understood that you shall inform such Representatives of the confidential nature of such Materials and shall direct such Representatives to treat such Materials confidentially). You agree to be held liable and subject to the remedies provided herein and by law for a breach of the terms and conditions of this Agreement by any of your Representatives. In addition, you agree not to duplicate the Materials or any portion thereof, except as strictly necessary to further the evaluation of the Securities by your Representatives.
Without the prior written consent of the Company, you will not, and will direct your Representatives not to, provide or otherwise disclose to any person any of the Materials, unless in the written opinion of your counsel disclosure is legally required to be made in a judicial, administrative or governmental proceeding; provided, however, that if you propose to make any disclosure based upon such opinion of such counsel, as aforesaid, you will advise and consult with the Company prior to such disclosure concerning the information you propose to disclose. In the event that you are requested or required (by oral questions, interrogatories, requests for information or documents, subpoena, civil investigative demand or similar process) to disclose any information supplied to you in the course of your dealings with the Company in connection with the Securities, it is agreed that you will provide the Company with prompt notice of such request(s), so that the Company may seek a protective order or other appropriate remedy, or waive compliance with the terms of this Agreement. If such protective order or other remedy is not obtained and you are legally compelled to disclose Materials, or if the Company waives compliance with this Agreement, you or your Representatives shall furnish only that portion of the Materials which you are advised by counsel is legally required. The term “person” as used in this Agreement shall be broadly interpreted to include, without limitation, any corporation, company, partnership or individual.
In addition, the Materials may include forward-looking statements and projections that reflect the current views of the Company with respect to future events and financial performance. These views may be based on a number of assumptions and are subject to various risks. When used in the Materials, the words “believes,” “estimates,” “expects,” “projects,” “forecasts,” “may,” “will,” “should,” “would,” “could,” “seeks,” “plans,” “scheduled,” “assumes,” “predicts,” “contemplates,” “continue,” “anticipates” or “intends” or, in each case, their negative, or other variations and similar expressions, or similar words or expressions, are intended to identify forward-looking statements. Such forward-looking statements and projections are not guarantees of future performances and no assurance can be given that any future events will occur, that projections will be achieved or that the Company’s assumptions will prove to be correct. Actual results may differ materially from those projected, and Issuers do not undertake to revise any such forward-looking statements or projections to reflect future events or circumstances. Therefore, you are cautioned not to rely on any forward-looking statements or projections.
The terms and conditions of the Securities are as set forth in the definitive legal documents for the Securities (the “Definitive Documents”). Any decision to invest in the Securities should only be made by reference to the Definitive Documents and by any prospective investor making its own independent investigation and examination of the Issuers, the Definitive Documents and the assets, including the merits and risks involved.
The Materials are not intended to be construed as investment, legal, accounting or tax advice. Any potential investor in the Securities should discuss with its auditors, tax, and legal advisors and any other advisors it deems appropriate whether and to what extent the use of the Materials may be useful to such investor in connection with its investment decision. You acknowledge and agree that the information contained in the Materials is subject to change, completion or amendment from time to time without notice and the Issuers shall not have any obligation to update or supplement any Materials or otherwise provide additional information relating thereto.
The Materials are in a condensed form and are not complete and not suitable to make an investment decision on the Securities. Investments in the Securities are speculative transactions and are only suitable for financially sophisticated investors who are willing and able to accept their inherent risks, including a total loss of investment. You should only enter into an investment and the underlying documentation/contracts after you have obtained a sufficient understanding of the details and consequences (including potential gain and loss consequences) of entering into such an investment and have reviewed the Definitive Documents.
It is understood that each of the terms and conditions in this Agreement is necessary to preserve the confidentiality of the Materials pursuant to this Agreement and that a breach of any of the terms and conditions hereof would result in irreparable damage to the Issuers and their direct and indirect shareholders in an amount now impossible to calculate. It is further understood and agreed that money damages would not be a sufficient remedy for any breach of this Agreement by you and that each of the Issuers and their direct and indirect shareholders shall be entitled to specific performance as a remedy for any such breach. Such remedy shall not be deemed to be the exclusive remedy for your breach of this Agreement but shall be in addition to all other remedies available at law or equity to each of the Issuers. In addition, you agree to waive any requirement for the securing or posting of any bond in connection with the foregoing remedies.
Any consent or waiver of compliance with any provision hereof shall be effective only if in writing and signed by the Company, and no such consent or waiver shall be deemed to extend beyond the particular subject thereof.
Without qualifying your other obligations hereunder, you shall promptly notify the Company in writing of any unauthorized, negligent or inadvertent use or disclosure of the Materials.
You agree to indemnify and hold each of the Issuers, and each director, officer, employee and affiliate thereof (each an “Indemnified Person”), harmless in connection with any loss, claim, damage or other expense to which the Issuers or such Indemnified Person may become subject as a result of a breach of your obligations hereunder.
If any provision hereof shall be determined to be void or unenforceable in any jurisdiction, the validity and effectiveness of such provision in any other jurisdiction, and the validity and effectiveness of the remaining provisions, shall not be affected.
This Agreement shall be governed by and construed in accordance with the laws of the State of New York without regard to the conflicts of laws provisions thereof. Each party hereto hereby irrevocably submits to the exclusive jurisdiction of the courts of New York, New York in any proceeding arising out of or relating to this Agreement, and to the federal district courts located in such city, agrees not to commence any suit, action or proceeding relating thereto except in such courts, and waives, to the fullest extent permitted by law, the right to move to dismiss or transfer any action brought in such court on the basis of any objection to personal jurisdiction or venue. ANY RIGHT TO TRIAL BY JURY WITH RESPECT TO ANY CLAIM, ACTION, SUIT OR PROCEEDING ARISING OUT OF THIS AGREEMENT OR ANY OF THE MATTERS CONTEMPLATED HEREBY IS WAIVED.
The use of registered trademarks, commercial trademarks and logos or photographic materials within the Materials is exclusively for illustrative purposes and is not meant to violate the rights of the creators and/or applicable intellectual property laws.
By clicking “I Agree” below, you agree with the terms of this Agreement.