Kratos Defense & Security Solutions, Inc. Prices Offering of $300 Million of 6.50% Senior Secured Notes Due 2025
November 08 2017 - 4:02PM
Kratos Defense & Security Solutions, Inc. (“Kratos”)
(Nasdaq:KTOS), announced today that it has priced a private
offering of $300 million aggregate principal amount of 6.50% Senior
Secured Notes due 2025 (the “Notes”) that is exempt from
registration under the Securities Act of 1933, as amended (the
“Securities Act”). The Notes will be the senior secured obligations
of Kratos and will be guaranteed on a secured senior basis by each
of Kratos’ existing and future domestic restricted subsidiaries,
subject to certain exceptions. Kratos intends to use the net
proceeds from the offering of the Notes, together with cash on
hand, to retire all of its outstanding existing 7.00% Senior
Secured Notes due 2019 (the “Existing Notes”) and to pay all fees
and expenses related thereto. The sale of the Notes is expected to
be completed on or about November 20, 2017, subject to customary
closing conditions.
The Notes and related guarantees are being
offered only to persons reasonably believed to be qualified
institutional buyers in reliance on Rule 144A under the Securities
Act and outside the United States to non-U.S. persons in reliance
on Regulation S under the Securities Act.
The Notes and related guarantees have not been
registered under the Securities Act or applicable state securities
laws and may not be offered or sold in the United States absent
registration or an applicable exemption from the registration
requirements of the Securities Act and applicable state laws.
This press release is neither an offer to sell
nor a solicitation of an offer to buy the Notes or any other
securities and shall not constitute an offer to sell or a
solicitation of an offer to buy, or a sale of, the Notes or any
other securities in any jurisdiction in which such offer,
solicitation or sale is unlawful. This press release does not
constitute a notice of redemption under the redemption provisions
of the indenture governing the Existing Notes. This press release
is being issued pursuant to and in accordance with Rule 135c under
the Securities Act.
About Kratos Defense & Security
SolutionsKratos Defense & Security Solutions, Inc.
(Nasdaq:KTOS) develops transformative, affordable technology for
the Department of Defense and commercial customers. Kratos is
changing the way breakthrough technology for these industries is
brought to market through proactive research and a streamlined
development process. Kratos specializes in unmanned systems,
satellite communications, cyber security/warfare, microwave
electronics, missile defense, training and combat systems.
Notice Regarding
Forward-Looking StatementsCertain
statements in this press release may constitute "forward-looking
statements" within the meaning of the Private Securities Litigation
Reform Act of 1995. Such statements relate to a variety of
matters, including, without limitation, Kratos' ability to complete
the announced offering of the Notes and Kratos' intentions
regarding the use of the net proceeds from the proposed offering.
These forward-looking statements are made on the basis of the
current beliefs, expectations and assumptions of the management of
Kratos and are subject to significant risks and uncertainty.
Investors are cautioned not to place undue reliance on any such
forward-looking statements. All such forward-looking
statements speak only as of the date they are made, and Kratos
undertakes no obligation to update or revise these statements,
whether as a result of new information, future events or
otherwise.
Factors that may cause actual results to differ
materially from the forward-looking statements contained herein
include, without limitation, risks and uncertainties related to
market conditions and the satisfaction of customary closing
conditions related to the proposed offering. There can be no
assurance that Kratos will be able to complete the proposed
offering on the anticipated terms, or at all. For a further
discussion of risks and uncertainties that could cause actual
results to differ from those expressed in these forward-looking
statements, as well as risks relating to the business of Kratos in
general, see the risk disclosures in the Annual Report on Form 10-K
of Kratos for the year ended December 25, 2016, and in subsequent
reports on Forms 10-Q and 8-K and other filings made with the SEC
by Kratos.
Press Contact:Yolanda White858-812-7302
Direct
Investor
Information:877-934-4687investor@kratosdefense.com
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