Item 8.01

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Other Information.

On May 14, 2018, BWX Technologies, Inc. (the “Company”) issued a press release announcing its intention to offer up to $400.0 million aggregate principal amount of senior notes due 2026 (the “Notes”) in a private transaction exempt from the registration requirements of the Securities Act of 1933. The Notes will be guaranteed by each of the Company’s present and future direct and indirect wholly owned domestic subsidiaries that is a guarantor under the New Credit Facility (as defined below).

Additionally, in connection with the Notes offering, the Company intends to enter into an $800.0 million senior secured credit agreement that includes a $500.0 million revolving credit facility due 2023 (the “New Revolving Credit Facility”), a $50.0 million senior secured term loan A due 2023 (the “New USD Term Loan”) and a $250.0 million (U.S. dollar equivalent) Canadian dollar senior secured term loan A due 2023 (the “New CAD Term Loan” and, together with the New Revolving Credit Facility and New USD Term Loan, the “New Credit Facility”). The Company intends to use the net proceeds from the offering of the Notes, together with borrowings under the New Credit Facility, (1) to repay in full all indebtedness outstanding under its existing senior secured credit agreement consisting of (a) a $400.0 million revolving credit facility, (b) a $300.0 million term loan facility, (c) a $137.5 million (U.S. dollar equivalent) Canadian dollar term loan facility and (d) a $112.5 million term loan facility, (2) to pay all related fees and expenses and (3) for general corporate purposes. There can be no assurance that the offering of the Notes and the entry into the New Credit Facility will be completed. A copy of the press release is attached hereto as Exhibit 99.1, and is incorporated by reference herein.

The information contained in this report, including the exhibit hereto, shall not constitute an offer to sell, or a solicitation of an offer to purchase, any Notes in any jurisdiction in which such an offer, solicitation or sale would be unlawful.

Item 9.01

Financial Statements and Exhibits.



Press Release dated May 14, 2018.

BWX Technologies, Inc. Exhibit
EX-99.1 2 exhibit991-pressreleasedeb.htm EXHIBIT 99.1 Exhibit Exhibit 99.1BWX Technologies Announces Proposed $400.0 Million Senior Notes Offering(LYNCHBURG,…
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BWX Technologies, Inc., formerly The Babcock & Wilcox Company, is a manufacturer of nuclear components and a service provider. The Company’s businesses focus on the design, engineering and manufacture of precision naval nuclear components, reactors and nuclear fuel for the United States Government. Its segments include Nuclear Operations, Technical Services, Nuclear Energy and Other. The Nuclear Operations segment engineers, designs and manufactures precision naval nuclear components and reactors for the United States Department of Energy (DOE)/National Nuclear Security Administration’s (NNSA) Naval Nuclear Propulsion Program. The Technical Services segment provides various services to the United States Government. The Nuclear Energy segment designs, licenses, manufactures and delivers commercial nuclear steam generators, pressure vessels, reactor components, heat exchangers and other auxiliary equipment. The Other segment includes the mPower program.

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