Maxar Technologies Ltd. (MAXR) Announces $500M Senior Secured Notes Offering

Maxar Technologies (NYSE: MAXR) today announced the commencement of a private offering of $500 million aggregate principal amount of its senior secured notes due 2027 (the “notes”). The notes will be senior, first-priority secured obligations of the Company initially guaranteed on a senior, first-priority secured basis by the Company’s subsidiaries that are guarantors under its existing syndicated credit facility. In connection with the issuance of the notes, the Company intends to amend and restate that certain credit agreement under its existing syndicated credit facility, among the Company, Royal Bank of Canada and the lenders from time to time party thereto (the “Amendment and Restatement”). The proposed offering is subject to market and other conditions.

The Company also announced that a conditional notice of redemption has been issued with respect to all of its outstanding 9.750% senior secured notes due 2023 (the “Existing 2023 Notes”). The redemption date for the Existing 2023 Notes will be on the same date as the closing of the notes offering.

The Company intends to use the net proceeds from the sale of the notes, together with proceeds from borrowings under its amended and restated syndicated credit facility, and cash on hand, to fund the redemption of all of the Existing 2023 Notes and to pay related transaction premiums, fees and expenses.

The consummation of the notes offering is not conditioned on the consummation of the redemption of the Existing 2023 Notes and/or the consummation of the Amendment and Restatement, but the consummation of the redemption of the Existing 2023 Notes is conditioned upon, among other things, consummation of the notes offering.

The notes have not been and will not be registered under the U.S. Securities Act of 1933, as amended (“Securities Act”) or the securities laws of any other jurisdiction, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act. The notes will be offered in the United States only to persons reasonably believed to be qualified institutional buyers in reliance on the exception from registration set forth in Rule 144A under the Securities Act and outside the United States to non-U.S. persons pursuant to Regulation S under the Securities Act.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the notes, and shall not constitute an offer, solicitation or sale of any notes in any jurisdiction in which such offer, solicitation, or sale would be unlawful. Any offers of the notes will be made only by means of a private offering memorandum. This press release does not constitute an offer to purchase, the solicitation of an offer to purchase or a notice of redemption for the Existing 2023 Notes. Any such notice will be made separately pursuant to and in accordance with the terms of the indenture governing the Existing 2023 Notes.

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