TransDigm sets pricing in tender for 8 3/8% notes

By Jennifer Chiou

New York, June 9 - TransDigm Inc. said it set pricing in its tender offer for its $400 million of 8 3/8% senior subordinated notes due 2011.

For each $1,000 principal amount of notes, the company said it will pay $1,064.08.

The payout is based on the present value of $1,062.81, which is amount payable on the first call date of the notes on July 15, plus interest payments, discounted at a rate equal to 50 basis points over the yield to maturity on the 7% U.S. Treasury note due July 15, 2006.

The total consideration was priced at 10 a.m. ET on June 9 and includes a consent payment of $30.00 per $1,000 principal amount of notes tendered before the 5 p.m. ET on June 8 consent deadline. The reference yield was 5.298%.

Noteholders will also receive accrued interest up to but excluding the payment date.

After receiving the necessary consents to amend the notes, the company said it entered into a supplemental indenture, which will become effective when it buys the notes.

TransDigm announced the consent solicitation and tender offer on May 26.

It said the amendments to the notes would, among other things, eliminate substantially all of the restrictive covenants and certain events of default.

The tender offer will expire at midnight ET on June 22, unless extended.

In conjunction with the tender offer and consent solicitation, TransDigm said it plans to refinance all of the debt outstanding under its senior secured credit facilities and a loan agreement under which parent company TransDigm Group Inc. is the borrower.

To finance the tender offer, the consent solicitation and the other refinancing transactions, TransDigm said it plans to enter into new senior secured credit facilities, issue and sell senior subordinated notes pursuant to the terms of a new indenture and use a portion of its available cash balances.

Credit Suisse Securities (USA) LLC (800 820-1653 or 212 538-0652) is dealer manager and solicitation agent. Mackenzie Partners Inc. (800 322-2885 or 212 929-5500) is information agent.

Cleveland-based TransDigm Group designs, produces and supplies aircraft components.

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