Hawker Beechcraft Acquisition Company and Hawker Beechcraft Notes Company in $150 Million Debt Tender Offer

June 3, 2009

Cleary Gottlieb represented Goldman, Sachs & Co. as dealer manager in a cash tender offer by Hawker Beechcraft Acquisition Company, LLC and Hawker Beechcraft Notes Company, to purchase a portion of their 8.875%/9.625% Senior PIK-Election Notes due 2015, 9.75% Senior Subordinated Notes due 2017 and 8.5% Senior Fixed Rate Notes due 2015 for up to $150 million. The tender offer enabled Hawker Beechcraft to reduce its leverage at a substantial discount, as it paid only 30%, 34% and 42% of par for the three series of notes, respectively.

The tender offer launched on May 5, expired on June 2 and closed on June 3. Holders of approximately $274 million aggregate principal value of notes tendered in the offer, and Hawker Beechcraft accepted all notes tendered.

The purpose of the tender offer was to reduce the amount of indebtedness owed by Hawker Beechcraft and to reduce its interest expense in order to improve its consolidated balance sheet and capital structure.

Hawker Beechcraft is a world-leading manufacturer of business, special mission and trainer aircraft – designing, marketing and supporting aviation products and services for businesses, governments and individuals worldwide. The company’s headquarters and major facilities are located in Wichita, Kansas, with operations in Salina, Kansas; Little Rock, Arkansas; Chester, England, U.K.; and Chihuahua, Mexico. The company leads the industry with a global network of more than 100 factory-owned and authorized service centers.