Huntington Ingalls Industries Announces Proposed Offering of Senior Notes
2021年8月9日 - 10:00PM
Huntington Ingalls Industries, Inc. (NYSE: HII) (“HII” or the
“Company”) announced today an offering by the Company of senior
notes (collectively, the “Notes,” and such offering, the “Notes
Offering”). The Notes Offering is part of the financing for the
previously announced acquisition of Alion Science and Technology
(“Alion”), pursuant to a Stock Purchase Agreement dated as of July
4, 2021, by and among Alion Holding Corp., Alion Holdings LLC and
the Company (the “Alion Acquisition”). The Company intends to use
the net proceeds from the Notes Offering, together with borrowings
under its term loan credit facility, to fund the purchase price for
the Alion Acquisition.
The Notes will be fully and unconditionally guaranteed, jointly
and severally, on an unsecured basis, by each of the Company’s
domestic subsidiaries that guarantees debt under the Company’s
amended and restated revolving credit facility and, subject to
certain exceptions, any domestic subsidiaries that guarantee the
Company’s debt in the future under any other credit facilities or
capital markets debt.
The Notes will be offered in the United States to qualified
institutional buyers pursuant to Rule 144A under the Securities Act
of 1933, as amended (the “Securities Act”), and outside the United
States, pursuant to Regulation S under the Securities Act. The
Notes have not been registered under the Securities Act and, unless
so registered, may not be offered or sold in the United States
absent an applicable exemption from the registration requirements
of the Securities Act. This notice is being issued pursuant to and
in accordance with Rule 135c under the Securities Act.
This press release is neither an offer to sell nor the
solicitation of an offer to buy the Notes or any other securities,
and there shall not be any offer to sell, solicitation of an offer
to buy or sale of the Notes in any jurisdiction in which, or to any
person to whom, such an offer, solicitation or sale is unlawful.
Any offers of the Notes will be made only by means of an offering
memorandum.
About Huntington Ingalls Industries
Huntington Ingalls Industries is America’s largest military
shipbuilding company and a provider of professional services to
partners in government and industry. For more than a century, HII’s
Newport News and Ingalls shipbuilding divisions in Virginia and
Mississippi have built more ships in more ship classes than any
other U.S. naval shipbuilder. HII’s Technical Solutions division
supports national security missions around the globe with unmanned
systems, defense and federal solutions, and nuclear and
environmental services. Headquartered in Newport News, Virginia,
HII employs approximately 41,000 people operating both domestically
and internationally.
- HII on the web: www.huntingtoningalls.com
- HII on Facebook:
www.facebook.com/HuntingtonIngallsIndustries
- HII on Twitter: twitter.com/hiindustries
- HII on YouTube: www.youtube.com/huntingtoningalls
- HII on Instagram: www.instagram.com/huntingtoningalls
Statements in this press release, other than statements of
historical fact, constitute “forward-looking statements” within the
meaning of the Private Securities Litigation Reform Act of 1995 and
are made pursuant to the safe harbor provisions of Section 27A of
the Securities Act and Section 21E of the Securities Exchange Act
of 1934, as amended. Forward-looking statements involve risks and
uncertainties that could cause the Company’s actual results to
differ materially from those expressed in these statements. Factors
that may cause such differences include: the failure to complete
the sale or issuance of the Notes; the risk that the conditions to
the closing of the Alion Acquisition, including receipt of required
regulatory approvals, are not satisfied; our ability to realize the
anticipated synergies, growth prospects and other benefits of the
Alion Acquisition, including the risk that the anticipated benefits
from the Alion Acquisition may not be realized within the expected
time period or at all; competition from larger or more established
companies in the relevant markets; our ability to retain and hire
key personnel; challenges, risks and costs associated with
integrating the operations of Alion; changes in government and
customer priorities and requirements (including government
budgetary constraints, shifts in defense spending, and changes in
customer short-range and long-range plans); the Company’s ability
to estimate its future contract costs and perform its contracts
effectively; changes in procurement processes and government
regulations and the Company’s ability to comply with such
requirements; the Company’s ability to deliver its products and
services at an affordable life cycle cost and compete within its
markets; natural and environmental disasters and political
instability; the Company’s ability to execute its strategic plan,
including with respect to share repurchases, dividends, capital
expenditures and strategic acquisitions; adverse economic
conditions in the United States and globally; health epidemics,
pandemics and similar outbreaks, including the COVID-19 pandemic;
changes in key estimates and assumptions regarding the Company’s
pension and retiree health care costs; security threats, including
cyber security threats, and related disruptions; and other risk
factors discussed in the Company’s filings with the U.S. Securities
and Exchange Commission. The COVID-19 pandemic may amplify, and in
the future could amplify, the risks, uncertainties and assumptions
in such forward looking statements and risk factors. There may be
other risks and uncertainties that the Company is unable to predict
at this time or that it currently does not expect to have a
material adverse effect on its business, and the Company undertakes
no obligations to update or revise any forward-looking statements.
You should not place undue reliance on any forward-looking
statements that the Company may make.
Contacts:
Jerri Fuller Dickseski
(Media)jerri.dickseski@hii-co.com757-380-2341
Rick Wyatt (Bond Investors)Rick.Wyatt@hii-co.com757-380-2101
Huntington Ingalls Indus... (NYSE:HII)
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