Aerojet Rocketdyne Holdings, Inc. (NYSE: AJRD) announced today that it intends to offer, subject to market and other conditions, $200 million aggregate principal amount of convertible senior notes (the “notes”) in a private placement under the Securities Act of 1933, as amended (the “Securities Act”), for the purpose of repaying its revolving credit facility, redeeming certain of its outstanding indebtedness and for general corporate purposes. Aerojet Rocketdyne Holdings expects to grant the initial purchasers an option to purchase up to an additional $30 million aggregate principal amount of the notes. The interest rate, conversion rate and other terms of the notes will be determined at pricing of the notes offering.
Interest on the notes will be payable in cash semi-annually in arrears on June 15 and December 15 of each year, beginning on June 15, 2017, and the notes will mature on December 15, 2023, unless earlier repurchased, redeemed or converted. The notes will be the general unsecured senior obligations of Aerojet Rocketdyne Holdings. Prior to September 15, 2023, holders of the notes may convert the notes only upon the occurrence of certain events. On or after September 15, 2023, holders of the notes may convert the notes at any time prior to the close of business on the business day immediately preceding the maturity date. Upon conversion, Aerojet Rocketdyne Holdings may choose to pay or deliver, as the case may be, cash, shares of Aerojet Rocketdyne Holdings’ common stock or a combination of cash and shares of Aerojet Rocketdyne Holdings’ common stock. Aerojet Rocketdyne Holdings will have the option to redeem all or any portion of the notes on or after December 21, 2020, if certain conditions (including a 150% trading price condition) are met, at a redemption price equal to 100% of the principal amount plus accrued and unpaid interest to, but excluding, the redemption date.
The offering is being made to qualified institutional buyers pursuant to Rule 144A under the Securities Act. Neither the notes nor the shares of Aerojet Rocketdyne Holdings’ common stock issuable upon conversion of the notes, if any, have been registered under the Securities Act or any state securities laws, and, unless so registered, may not be offered or sold except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering would be unlawful.
About Aerojet Rocketdyne Holdings, Inc.
Aerojet Rocketdyne Holdings, Inc. is an innovative company delivering solutions that create value for its customers in the aerospace and defense markets. The company is a world-recognized aerospace and defense leader that provides propulsion and energetics to the space, missile defense and strategic systems, tactical systems and armaments areas, in support of domestic and international markets.
