TRIUMPH ANNOUNCES NOTICE TO WARRANT HOLDERS

Rhea-AI Summary

On February 3, 2023, Triumph Group (NYSE:TGI) announced an important update regarding Warrants issued to holders of its common stock. Each Warrant allows the purchase of one share of common stock at an exercise price of $12.35, with payment options including cash or certain debt securities. Effective March 6, 2023, Triumph's 7.750% Senior Notes due August 15, 2025 will be the only series of 'Designated Notes' permitted for Warrant exercise payments, excluding other series such as the 8.875% Senior Secured First Lien Notes and 6.250% Senior Secured Notes. This strategic move reflects Triumph's commitment to maintaining its capital structure.

Positive

• Warrants allow stockholders to purchase shares at an exercise price of $12.35, potentially increasing shareholder value.
• Designating 7.750% Senior Notes for Warrant exercises may streamline capital raising efforts.

Negative

• Excluding other series of notes from exercising Warrants could limit flexibility for Warrant holders.

BERWYN, Pa., Feb. 3, 2023 /PRNewswire/ -- On December 1, 2022, Triumph Group, Inc. ("TRIUMPH") (NYSE:TGI) issued Warrants ("Warrants") to all holders of TRIUMPH common stock ("Common Stock") to purchase Common Stock pursuant to a Warrant Agreement (the "Warrant Agreement") dated as of December 19, 2022.

Each Warrant represents the right to purchase one share of Common Stock, subject to certain anti-dilution adjustments, at an exercise price of $12.35 per Warrant, subject to certain anti-dilution adjustments. Payment for shares of Common Stock on exercise of Warrants may be in (i) cash or (ii) under certain circumstances, with certain of TRIUMPH's debt securities, which are called "Designated Notes."

TRIUMPH, in compliance with section 8.04 of the Warrant Agreement, hereby notifies Warrant holders that effective March 6, 2023 (the "Effective Date"), TRIUMPH's 7.750% Senior Notes due August 15, 2025 shall be the only series of "Designated Notes" under the Warrant Agreement.  As a result of this designation, TRIUMPH's 7.750% Senior Notes due August 15, 2025 may continue to be used to pay the exercise price of the Warrants. However, upon the Effective Date, no other series of notes, including TRIUMPH's 8.875% Senior Secured First Lien Notes due June 1, 2024 or 6.250% Senior Secured Notes due September 15, 2024, will be accepted by TRIUMPH as payment of the exercise price of the Warrants.

About TRIUMPH

TRIUMPH, headquartered in Berwyn, Pennsylvania, designs, engineers, manufactures, repairs, and overhauls a broad portfolio of aerospace and defense systems, and components. The company serves the global aviation industry, including original equipment manufacturers and the full spectrum of military and commercial aircraft operators.

More information about TRIUMPH can be found on the company's website at www.triumphgroup.com.

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SOURCE Triumph Group

FAQ

What is the exercise price of the Triumph Group Warrants?

The exercise price of the Triumph Group Warrants is $12.35.

When will the new Warrant designation take effect for Triumph Group?

The new Warrant designation will take effect on March 6, 2023.

Which senior notes are now considered 'Designated Notes' under Triumph Group's Warrant Agreement?

Only Triumph's 7.750% Senior Notes due August 15, 2025 are designated as 'Designated Notes'.

What happens to other series of notes in relation to Triumph Group's Warrants?

Other series of notes, including the 8.875% Senior Secured First Lien Notes and 6.250% Senior Secured Notes, will not be accepted for payment of the exercise price of the Warrants.