TransDigm Group Prices $2.35 Bln Senior Notes Offering

(RTTNews) - TransDigm Group Inc. (TDG) said Wednesday that its wholly-owned subsidiary, TransDigm Inc., has priced its private offering of $2.350 billion aggregate principal amount of senior subordinated notes, consisting of $1.150 billion aggregate principal amount of 6.0% Senior Subordinated Notes due 2022 and $1.200 billion aggregate principal amount of 6.5% Senior Subordinated Notes due 2024.

The Notes will be issued at a price of 100% of their principal amount.

The offering is expected to close on June 4.

The offering of the Notes is conditioned on the company completing its previously announced tender offer or the delivery of an irrevocable notice of redemption with respect to all of its outstanding 7.75% Senior Subordinated Notes due 2018.

The company estimates that it will receive net proceeds, after the initial purchasers' discounts and the payment of fees and expenses, of about $2.325 billion.

The company plans to use a portion of the net proceeds from the offering of the Notes, together with the proceeds of an additional tranche of term loans of $825 million under its senior secured credit facilities and the proceeds of borrowing under its trade receivables securitization facility, to fund a dividend to the holders of its common stock in the range of $900 million to $1.7 billion, to make cash dividend equivalent payments under the 2006 Stock Incentive Plan Dividend Equivalent Plan, as amended, and the 2003 Stock Option Plan Dividend Equivalent Plan, as amended, to repurchase any and all of the outstanding 2018 Notes, for related transaction fees and expenses and for general corporate purposes.