TransDigm settles early tendered 7¾% notes, calls remainder

By Marisa Wong

Madison, Wis., June 5 – TransDigm Group Inc. announced it has accepted for purchase all 7¾% senior subordinated notes due 2018 tendered by 5 p.m. ET on May 22, the consent expiration of its previously announced cash tender offer and consent solicitation.

The amount of notes accepted for purchase totaled roughly $1.21 billion.

TransDigm said it used $1.35 billion of proceeds from its offering of 6% senior subordinated notes due 2022 and 6½% senior subordinated notes due 2024 to fund the purchase of the tendered notes and the related consent payments.

The company expects to use a portion of the remaining 6% notes proceeds to fund the purchase price of any additional 7¾% notes tendered under the tender offer and to redeem any and all 7¾% notes that remain outstanding after the offer.

On June 4, the company issued a notice of redemption for any and all of its 7¾% notes that remain outstanding following the expiration of the tender offer.

As previously announced, the company received sufficient consents to approve the proposed amendments to the indenture governing the 7¾% notes, which eliminate substantially all of the restrictive covenants and some events of default. The company entered into a supplemental indenture effecting the changes, which became operative on June 4.

The tender offer remains open and expires at 9 a.m. ET on June 9.

Holders who tender their notes after the consent expiration and prior to the expiration time will be eligible to receive the tender offer consideration of $1,046.69 per $1,000 principal amount but will not receive the $30.00 consent payment paid to holders who tendered their notes prior to the consent expiration.

The tender offer and consent solicitation were subject to the consummation of concurrent refinancing transactions that yield enough funds to pay for the tender offer and the receipt of consents from the holders of at least a majority of the principal amount of outstanding notes.

The company announced on Thursday that it completed its $2.35 billion offering of 6% notes and 6½% notes and also received funding of an additional incremental term loan totaling $825 million.

The dealer managers and solicitation agents are Morgan Stanley & Co. LLC (800 624-1808 or 212 761-1057) and Credit Suisse Securities (USA) LLC (800 820-1653 or 212 325-2476). The information agent is Global Bondholder Services Corp. (212 430-3774 for banks and brokers or 866 807-2200 for others).

TransDigm Group is a Cleveland-based designer, producer and supplier of highly engineered aircraft components.

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