8-KRegulation FD

TransDigm Group INC 8-K Report, Regulation FD Disclosure (May 13, 2025)

Filed May 13, 2025For Securities:TDG

Summary

TransDigm Group Incorporated (TDG) announced on May 13, 2025, the pricing of a $2,650 million offering of 6.375% Senior Subordinated Notes due 2033. These notes are being issued at a slight discount to par, 99.225% of principal, and are expected to close by May 20, 2025. The primary purpose of this debt issuance is to redeem all of TransDigm's outstanding 5.500% Senior Subordinated Notes due 2027, along with associated transaction costs. This move indicates a proactive approach to managing its debt structure, potentially refinancing older debt at a higher coupon for a new issuance with a longer maturity. The offering is exclusively targeting qualified institutional buyers and non-U.S. persons under specific exemptions from registration, highlighting the nature of this private placement. Investors should note that this report does not constitute a formal notice of redemption for the existing notes.

Key Highlights

  • 1Priced $2,650 million in 6.375% Senior Subordinated Notes due 2033.
  • 2Notes will be issued at 99.225% of their principal amount.
  • 3Offering expected to close on May 20, 2025, subject to customary conditions.
  • 4Proceeds will be used to redeem all outstanding 5.500% Senior Subordinated Notes due 2027.
  • 5This debt offering is a private placement, targeting Qualified Institutional Buyers and non-U.S. persons.
  • 6Guarantees on the new notes will be provided by TransDigm Group and certain subsidiaries.

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