8-KMaterial AgreementsExhibits & Filings

TransDigm Group INC 8-K Report, Material Agreement (Sep 11, 2007)

Filed September 11, 2007For Securities:TDG

Summary

TransDigm Group Incorporated (TDG) filed an 8-K on September 11, 2007, reporting on material definitive agreements entered into on September 10, 2007. These agreements are in connection with the prior acquisition of certain assets from Bruce Industries, Inc. by TDG's subsidiary, Bruce Aerospace, Inc., which was completed on August 10, 2007. The new filings involve Supplement No. 4 to the Guarantee and Collateral Agreement and a Joinder Agreement to the Credit Agreement. These actions are crucial for investors as they integrate the newly acquired assets and their related entities, Bruce Aerospace and Bruce Industries, into TDG's existing credit facilities. Specifically, the new subsidiaries are now guaranteeing TDG's outstanding indebtedness under the Credit Agreement and pledging their assets as collateral. This strengthens the overall security for TDG's lenders and formalizes the financial integration of the acquisition.

Key Highlights

  • 1TransDigm Group's subsidiary, Bruce Aerospace, Inc., has formally integrated assets acquired from Bruce Industries, Inc.
  • 2New subsidiaries, Bruce Aerospace and Bruce Industries, have become "Loan Parties" and "Loan Guarantors" under TDG's Credit Agreement.
  • 3The new subsidiaries are now guaranteeing all of TransDigm's outstanding indebtedness under the Credit Agreement.
  • 4Substantially all assets of the new subsidiaries have been pledged as collateral to secure their guaranteed obligations.
  • 5These actions strengthen the collateral position for lenders under TransDigm's Credit Agreement.
  • 6The filings (Supplement No. 4 and Joinder Agreement) were executed on September 10, 2007, and reported via 8-K on September 11, 2007.
  • 7This filing demonstrates the formalization of financial commitments following a prior acquisition.

Frequently Asked Questions

This 8-K filing is to report on material definitive agreements entered into by TransDigm Group (TDG) and its subsidiaries. Specifically, it formalizes the integration of newly acquired entities, Bruce Aerospace, Inc. and Bruce Industries, Inc., into TDG's existing credit facility, making them guarantors and pledging their assets as collateral.

The new subsidiaries, Bruce Aerospace and Bruce Industries, are now guaranteeing all of TransDigm's outstanding indebtedness under the Credit Agreement. Additionally, they have pledged substantially all of their assets as collateral for these guaranteed obligations. This action strengthens the overall security for TDG's lenders.

These agreements are a direct result of TransDigm's subsidiary, Bruce Aerospace, Inc., acquiring certain assets from Bruce Industries, Inc. on August 10, 2007. The current filing integrates these acquired assets and entities into TDG's existing financial structure.

The key parties are TransDigm Group Incorporated, its subsidiaries TransDigm Inc., Bruce Aerospace, Inc., and Bruce Industries, Inc., and Credit Suisse, acting as administrative agent and collateral agent for the Credit Agreement and Guarantee and Collateral Agreement.