CLEVELAND, April 13, 2020 /PRNewswire/ -- TransDigm Group
Incorporated ("TransDigm Group") (NYSE: TDG) announced today that
on April 13, 2020, its wholly-owned
subsidiary, TransDigm Inc. (the "Company"), priced its
private offering of an additional $400
million aggregate principal amount of 6.25% Senior Secured
Notes due 2026 (the "Notes"). The Notes will be issued at a
price of 101% of their principal amount. 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. The Notes will be
guaranteed, with certain exceptions, by TransDigm Group, TransDigm
UK Holdings plc and all of the Company's existing and future U.S.
subsidiaries on a senior secured basis. The offering is
expected to close on April 17, 2020,
subject to customary closing conditions.
TransDigm Group expects to use the net proceeds from the
offering of the Notes for general corporate purposes, including
further increasing its liquidity.
The Notes and related guarantees were offered only to qualified
institutional buyers in reliance on the exemption from registration
set forth in Rule 144A under the Securities Act of 1933 (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.
This press release shall not constitute an offer to sell, or the
solicitation of an offer to buy, any securities, nor shall there be
any sales of securities mentioned in this press release in any
state or foreign jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such state or foreign jurisdiction.
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