8-KRegulation FDExhibits & Filings

TransDigm Group INC 8-K Report, Regulation FD Disclosure (Oct 10, 2018)

Filed October 10, 2018For Securities:TDG

Summary

TransDigm Group Inc. (TDG) has announced a significant strategic move, entering into a definitive agreement to acquire Esterline Technologies Corporation (ESL) for approximately $4.0 billion, including the assumption of debt. This acquisition, valued at $122.50 per share in cash, is designed to bolster TransDigm's position in the aerospace and defense sectors by expanding its portfolio of proprietary and sole-source products, with a notable emphasis on the aftermarket. Esterline, a substantial player with an anticipated $2.0 billion in fiscal year 2018 revenue, operates across 28 business units and over 50 global locations. This transaction is expected to be financed primarily through existing cash reserves and new debt facilities. TransDigm anticipates that the acquisition will be modestly accretive to its adjusted earnings per share within the first year following completion. The deal has received approval from the Boards of Directors of both companies, signaling a clear strategic intent to leverage synergies and enhance market presence.

Key Highlights

  • 1TransDigm to acquire Esterline Technologies for approximately $4.0 billion (including debt).
  • 2Acquisition price is $122.50 per share in cash.
  • 3Esterline is expected to generate approximately $2.0 billion in fiscal year 2018 revenue.
  • 4The acquisition strengthens TransDigm's proprietary and sole-source content in aerospace and defense, particularly in the aftermarket.
  • 5Financing for the deal will primarily come from cash on hand and new term loans.
  • 6The transaction is anticipated to be modestly accretive to TransDigm's adjusted EPS in the first year.
  • 7Both companies' Boards of Directors have approved the definitive agreement.

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