TransDigm prices $3 billion in senior secured notes due 2035

TransDigm Group Incorporated (TDG) said its subsidiary TransDigm Inc. priced an offering of $3,000 million in aggregate principal amount of 6.75% Senior Secured Notes due 2035, according to a regulatory filing.

Key takeaways

• TransDigm priced $3,000 million in 6.75% Senior Secured Notes due 2035.
• The offering was increased from an initial $2,500 million.
• Notes will be issued at 100.00% of their principal amount.
• The offering is expected to close on September 28, 2026.

Note terms and pricing

The issuer priced the notes on September 14, 2026, through a private placement under Rule 144A and Regulation S of the Securities Act of 1933. The offering size was increased from a previously announced initial $2,500 million. The notes carry an interest rate of 6.75% and mature in 2035. They will be issued at 100.00% of their principal amount and will be guaranteed by TransDigm Group and certain direct and indirect subsidiaries of the issuer.

Use of proceeds

The company said it intends to use the net proceeds from the offering to repurchase all of the issuer's outstanding 6.75% Senior Secured Notes due 2028 through a concurrent tender offer that launched on September 14, 2026. Remaining proceeds will be used for general corporate purposes.

Why it matters

The transaction allows the company to refinance existing debt due in 2028 while expanding the size of the new notes offering by $500 million beyond the initial plan. The notes are being offered only to qualified institutional buyers and non-U.S. persons under applicable exemptions from registration.

By the numbers

Closing conditions and timeline

The offering of the notes is expected to close on September 28, 2026. Completion of the transaction remains subject to customary closing conditions. The company has not detailed the exact financial acceptance rates or final results of the concurrent tender offer for the 2028 Secured Notes.