TransDigm Group Incorporated (NYSE:TDG) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 Entry into a Material Definitive Agreement.
On November30, 2017, TransDigm Inc. (“TransDigm”), a wholly-owned subsidiary of TransDigm Group Incorporated (“TD Group”), TD Group and certain subsidiaries of TransDigm entered into Amendment No.4 and Refinancing Facility Agreement (the “Amendment”) to that certain Second Amended and Restated Credit Agreement, dated June4, 2014 (as amended by Amendment No.1 to the Second Amended and Restated Credit Agreement, dated June9, 2016, Amendment No.2 to the Second Amended and Restated Credit Agreement, dated March6, 2017, Amendment No.3 and Incremental Term Loan Assumption Agreement to the Second Amended and Restated Credit Agreement, dated August22, 2017, and as further amended by the Amendment, the “Credit Agreement”), with Credit Suisse AG, as administrative agent and collateral agent (the “Agent”), and the other agents and lenders named therein. to the Amendment, TransDigm, among other things, incurred (i)new tranche E term loans (the “New Tranche E Term Loans”) in an aggregate principal amount equal to $1,503million and new tranche F term loans (the “New Tranche F Term Loans”) in an aggregate principal amount equal to $3,655million, and (ii)repaid in full all of the existing tranche D term loans, tranche E term loans and tranche F term loans outstanding under the Credit Agreement immediately prior to the Amendment. The New Tranche E Term Loans and the New Tranche F Term Loans were fully drawn on November30, 2017. The interest rates per annum applicable to the New Tranche E Term Loans and the New Tranche F Term Loans will be either (i)LIBOR plus 2.75% or (ii)a base rate plus 1.75%. The other terms and conditions, including the maturity date, that apply to the New Tranche E Term Loans are substantially the same as the terms and conditions that applied to the tranche E term loans immediately prior to the Amendment to the Credit Agreement and the other terms and conditions, including the maturity date, that apply to the New Tranche F Term Loans are substantially the same as the terms and conditions that applied to the tranche F term loans immediately prior to the Amendment.
The lenders and agents or their affiliates under the Amendment have in the past provided, and may in the future provide, advisory and other services to, or engage in transactions with, TransDigm and TD Group and receive customary compensation therefor.
The above summary of the Amendment is qualified in its entirety by reference to the Amendment, which is attached hereto as 10.1, and is incorporated herein by reference.
Item 1.01. Creation of a Direct Financial Obligation.
The information set forth in Item 1.01 is incorporated herein by reference.
Item 1.01 Regulation FD Disclosure
TD Group has provided an annual interest rate sensitivity analysis below in Table 1 that includes the aforementioned refinancing activity that occurred subsequent to TD Group’s fiscal 2017 fourth quarter earnings call held on November13, 2017. The analysis reflects TD Group’s current debt structure, interest rate swaps and interest rate caps and assumes that the LIBO rate used to calculate TD Group’s annual interest expense grows from 1.3% to a hypothetical 6%.
Table 1:
The following table summarizes TD Group’s annual interest rate sensitivity including all current interest rate swaps and interest rate caps:
($ in millions)
| LIBOrate | TotalAnnualCashInterest Expense
BeforeTax |
Wtd.Avg.InterestRate
Before Tax |
TotalAnnualCash InterestExpense After Tax (a) | Wtd.Avg.InterestRateAfter
Tax (a) |
|||||
| 1.3 | % | $ | 5.2 | % | $ | 3.6 | % | ||
| 2.0 | % | $ | 5.4 | % | $ | 3.7 | % | ||
| 3.0 | % | $ | 5.7 | % | $ | 3.9 | % | ||
| 6.0 | % | $ | 6.5 | % | $ | 4.5 | % |
| (a) | After tax calculations assume a 31% effective tax rate. This document does not update or confirm guidance now but merely reflects the 12 month impact of varying LIBO rates on our current debt structure. |
Item 1.01 Financial Statements and Exhibits.
(d) Exhibits:
| 10.1 | Amendment No.4 and Refinancing Facility Agreement, dated as of November30, 2017, to the Second Amended and Restated Credit Agreement, dated as of June 4, 2014, among TransDigm Inc., TransDigm Group Incorporated, each subsidiary of TransDigm Inc. party thereto, the lenders party thereto, and Credit Suisse AG, as administrative agent and collateral agent for the lenders. |
TransDigm Group INC ExhibitEX-10.1 2 d471187dex101.htm EX-10.1 EX-10.1 Exhibit 10.1 EXECUTION VERSION AMENDMENT NO. 4 and REFINANCING FACILITY AGREEMENT dated as of November 30,…To view the full exhibit click here
About TransDigm Group Incorporated (NYSE:TDG)
TransDigm Group Incorporated is a designer, producer and supplier of engineered aircraft components for use on commercial and military aircraft in service. The Company operates through three segments: Power & Control, Airframe and Non-aviation. The Power & Control segment includes operations that primarily develop, produce and market systems and components that provide power to or control power of the aircraft utilizing electronic, fluid, power and mechanical motion control technologies. The Airframe segment includes operations that primarily develop and market systems and components that are used in non-power airframe applications utilizing airframe and cabin structure technologies. The Non-aviation segment includes operations that primarily develop, produce and market products for non-aviation markets. Its product offerings include mechanical/electro-mechanical actuators and controls, engineered latching and locking devices, and seat belts and safety restraints.