TransDigm Group Incorporated has completed a private offering of $3,000 million in new senior secured notes. The notes, issued by TransDigm Inc., a wholly-owned subsidiary of the parent company, carry a coupon rate of 6.75% and are set to mature on January 31, 2035.
The notes were issued at an issue price of 100.00% of their principal amount. They were sold to qualified institutional buyers under Rule 144A and to non-U.S. persons outside the United States under Regulation S. The offering is governed by an indenture dated September 28, 2026, involving the Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent.
Interest on the notes begins to accrue on September 28, 2026, and is payable in arrears on January 31 and July 31 of each year, starting January 31, 2027. The notes are senior secured obligations and are guaranteed on a senior secured basis by TransDigm Group and the issuer’s direct and indirect restricted subsidiaries that are borrowers or guarantors under the company’s senior secured credit facilities.
TransDigm Group intends to use the net proceeds from this offering to repurchase $2,100 million of the issuer’s outstanding 6.75% Senior Secured Notes due 2028, which were tendered in a concurrent offer launched on September 14, 2026. The remaining proceeds will be used for general corporate purposes.
The indenture includes standard covenants that limit the issuer’s ability to incur additional indebtedness, issue preferred stock, or engage in certain transactions with affiliates. It also outlines customary events of default, which, upon the occurrence of bankruptcy or insolvency, would cause all outstanding notes to become immediately due and payable.
