B/E Aerospace Announces Senior Notes Offering

WELLINGTON, Fla.--(BUSINESS WIRE)--

B/E Aerospace (BEAV) (the Company), announced today it has commenced an underwritten public offering of $675.0 million aggregate principal amount of its 5.25% senior notes due 2022.

The senior notes are being offered pursuant to a prospectus supplement and an accompanying prospectus filed by the Company as part of a shelf registration statement filed with the Securities and Exchange Commission (the SEC).

The senior notes are an additional issuance of, will be fully fungible with, rank equally with, and form a single series with the Companys $500 million 5.25% Senior Notes due 2022 issued on March 13, 2012, and will have the same CUSIP number.

The Company intends to use the net proceeds of the offering, together with cash on hand, to fund the consideration in its concurrent tender offer and consent solicitation for any and all of its outstanding 8.50% Senior Notes due 2018, including the payment of accrued interest and any applicable consent payment. The Company intends to use any remaining net proceeds from this offering (to the extent less than all of the 8.50% Senior Notes due 2018 are tendered) for other general corporate purposes.

J.P. Morgan Securities LLC, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Goldman, Sachs & Co. and UBS Securities LLC are acting as joint book-running managers and RBC Capital Markets, LLC and Wells Fargo Securities, LLC are acting as co-managers for the offering.

This news release does not constitute an offer to sell, or a solicitation of an offer to buy, the notes described herein, nor shall there be any sale of these notes in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities law of any such jurisdiction.

The offering is being made by means of a prospectus and the related prospectus supplement only. Copies of the prospectus and the related preliminary prospectus supplement can be obtained from J.P. Morgan Securities LLC, 383 Madison Avenue, New York, New York 10179, attention: High Yield Syndicate, (800) 245-8812, HY_syndicate@jpmorgan.com, Citigroup Global Markets Inc., Brooklyn Army Terminal, 140 58th Street, 8th floor, Brooklyn, New York 11220, (877) 858-5407, Credit Suisse Securities (USA) LLC, Attention: Prospectus Department, One Madison Avenue, New York, New York 10010, (800) 221-1037, Goldman, Sachs & Co., Prospectus Department, 200 West Street, New York, New York 10282, telephone (866) 471-2526, facsimile (212) 902-9316, prospectus-ny@ny.email.gs.com, and UBS Securities LLC, Attention: Prospectus Department, 299 Park Avenue, New York, New York 10171, (877) 827-6444, ext. 561 3884.

This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements involve risks and uncertainties. The Companys actual experience and results may differ materially from the experience and results anticipated in such statements. Factors that might cause such a difference include those discussed in the Companys filings with the SEC, which include the Registration Statement, prospectus and preliminary prospectus supplement related to this offering and its Proxy Statement, Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. For more information, see the section entitled "Forward-Looking Statements" contained in the Companys Annual Report on Form 10-K and in other filings. The forward-looking statements included in this news release are made only as of the date of this news release and, except as required by federal securities laws, the Company undertakes no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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B/E Aerospace Announces Senior Notes Offering

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