CLEVELAND, April 13, 2020 /PRNewswire/ -- TransDigm
Group Incorporated ("TransDigm Group") (NYSE: TDG) announced today
that its wholly-owned subsidiary, TransDigm Inc. (the "Company"),
is planning, subject to market and other conditions, to offer an
additional $400 million aggregate
principal amount of 6.25% Senior Secured Notes due 2026 (the
"Notes") in a private offering that will be exempt from the
registration requirements of the Securities Act of 1933 (the
"Securities Act"). The Notes will be an additional issuance of the
Company's existing 6.25% Senior Secured Notes due 2026 and will be
issued as additional notes under the indenture dated as of
February 13, 2019 (the "Indenture")
pursuant to which the Company previously issued $4,000 million aggregate principal amount of
6.25% Senior Secured Notes due 2026 (the "Existing Notes"). The
Notes, together with the Existing Notes, will be treated as a
single class for all purposes under the Indenture. The Notes will
be of the same class and series as, and otherwise identical to, the
Existing Notes other than with respect to the date of issuance and
issue price. It is expected that the Notes will be guaranteed, with
certain exceptions, by TransDigm Group, TransDigm UK Holdings plc
and all of TransDigm Inc.'s existing and future U.S. subsidiaries
on a senior secured basis.
TransDigm Group expects to use the net proceeds from the
offering of the Notes for general corporate purposes, including
further increasing its liquidity.
This is not an offer to sell or the solicitation of an offer to
buy any securities. The Notes and related guarantees are being
offered only to qualified institutional buyers in reliance on the
exemption from registration set forth in Rule 144A under the
Securities Act, and outside the United
States to non-U.S. persons in reliance on the
exemption from registration set forth in Regulation S under the
Securities Act. The Notes and the related guarantees have not been
registered under the Securities Act, or the securities laws of any
state or other jurisdiction, and may not be offered or sold in
the United States without
registration or an applicable exemption from the Securities Act,
applicable state securities or blue sky laws and foreign securities
laws.
About TransDigm Group
TransDigm Group, through its wholly-owned subsidiaries, is a
leading global designer, producer and supplier of highly engineered
aircraft components for use on nearly all commercial and military
aircraft in service today. Major product offerings, substantially
all of which are ultimately provided to end-users in the aerospace
industry, include mechanical/electro-mechanical actuators and
controls, ignition systems and engine technology, specialized pumps
and valves, power conditioning devices, specialized AC/DC electric
motors and generators, NiCad batteries and chargers, engineered
latching and locking devices, rods and locking devices, engineered
connectors and elastomers, databus and power controls, cockpit
security components and systems, specialized cockpit displays,
aircraft audio systems, specialized lavatory components, seat belts
and safety restraints, engineered interior surfaces and related
components, advanced sensor products, switches and relay panels,
advanced displays, thermal protection and insulation, lighting and
control technology, military personnel parachutes, high performance
hoists, winches and lifting devices, and cargo loading, handling
and delivery systems.
Safe Harbor Statement
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. All forward-looking statements involve risks and
uncertainties that could cause TransDigm Group's actual results to
differ materially from those expressed or implied in any
forward-looking statements made by, or on behalf of, TransDigm
Group. These risks and uncertainties include, but are not limited
to: the impact that the COVID-19 pandemic has on TransDigm Group's
business, results of operations, financial condition and liquidity;
the sensitivity of TransDigm Group's business to the number of
flight hours that its customers' planes spend aloft and its
customers' profitability, both of which are affected by general
economic conditions; future geopolitical or other worldwide events;
cyber-security threats and natural disasters; TransDigm Group's
reliance on certain customers; the U.S. defense budget and risks
associated with being a government supplier, including government
audits and inspections; failure to maintain government or industry
approvals; failure to complete or successfully integrate
acquisitions, including TransDigm Group's acquisition of Esterline;
TransDigm Group's indebtedness; potential environmental
liabilities; liabilities arising in connection with litigation;
increases in raw material costs, taxes and labor costs that cannot
be recovered in product pricing; risks and costs associated with
TransDigm Group's international sales and operations; TransDigm
Group's ability to successfully complete the offering of the Notes;
and other factors. Further information regarding the important
factors that could cause actual results to differ materially from
projected results can be found in TransDigm Group's Annual Report
on Form 10-K for the fiscal year ended September 30, 2019 and other reports that
TransDigm Group or its subsidiaries have filed with the Securities
and Exchange Commission. Except as required by law, TransDigm Group
undertakes no obligation to revise or update any forward-looking
statements contained in this press release.
Contact:
Investor Relations
216-706-2945
ir@transdigm.com
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SOURCE TransDigm Group Inc.