TransDigm Group INC 8-K

What Happened
TransDigm Group Incorporated (through its subsidiary TransDigm Inc.) announced on February 13, 2026 that it completed $2.0 billion of new debt financing to help fund its previously announced acquisitions. The financing consists of $1.2 billion of 6.125% Senior Subordinated Notes due July 31, 2034 and $800 million of new tranche N term loans maturing February 13, 2033. Proceeds, together with cash on hand, will be used to fund the purchases of Stellant Systems, Inc. and Jet Parts Engineering and Victor Sierra Aviation Holdings and related fees and expenses.

Key Details

• $1,200,000,000 of 6.125% Senior Subordinated Notes issued February 13, 2026 at 100.000%; interest payable Jan. 31 and July 31 (first payment July 31, 2026); maturity July 31, 2034.
• $800,000,000 of new tranche N term loans drawn February 13, 2026 under an amended credit agreement; interest = Term SOFR + 2.50%; original issue discount = 0.125%.
• Notes are senior subordinated obligations, guaranteed on a senior subordinated basis by TD Group and certain subsidiary guarantors; notes rank junior to TransDigm’s senior debt and are structurally subordinated to non‑guarantor subsidiaries.
• The indenture includes customary covenants and default provisions (including repurchase offers on certain change‑of‑control or asset‑sale events); the credit agreement was amended via Amendment No. 20 and an Incremental Term Loan Assumption Agreement.

Why It Matters
This filing confirms TransDigm has secured committed financing to close and pay for its announced acquisitions. For investors, the key takeaways are the added $2.0B of debt on specific terms (fixed‑rate subordinated notes and variable‑rate term loans), the timing and maturities of that debt, and the ranking/guarantee structure which affects creditor priority. The covenants and increased leverage may influence TransDigm’s financial flexibility and interest expense going forward, while the funded acquisitions are the stated use of proceeds and could affect future revenue and cash flow if and when integrated.