v3.26.3
DEBT
 12 Months Ended
Sep. 30, 2026
Debt Disclosure [Abstract]  
DEBT DEBT
The Company’s debt consists of the following (in millions):

September 30, 2026
Gross AmountDebt Issuance CostsOriginal Issue (Discount) or PremiumNet Amount
Short-term borrowings—trade receivable securitization facility
$875 $(2)$— $873 
Term loans$12,803 $(52)$(29)$12,722 
6.750% secured notes due 2028 (“2028 Secured Notes”)
269 (1)(1)267 
4.625% senior subordinated notes due 2029 (“4.625% 2029 Notes”)
1,200 (3)— 1,197 
6.375% secured notes due 2029 (“2029 Secured Notes”)
2,750 (12)(1)2,737 
4.875% senior subordinated notes due 2029 (“4.875% 2029 Notes”)
750 (2)— 748 
6.875% secured notes due 2030 (“2030 Secured Notes”)
1,450 (8)— 1,442 
7.125% secured notes due 2031 (“2031 Secured Notes”)
1,000 (6)(5)989 
6.625% secured notes due 2032 (“2032 Secured Notes”)
2,200 (14)— 2,186 
6.000% secured notes due 2033 (“2033 Secured Notes”)
1,500 (11)— 1,489 
6.375% senior subordinated notes due 2033 (“6.375% 2033 Notes”)
2,650 (12)(17)2,621 
6.250% secured notes due 2034 (“2034 Secured Notes”)
500 (4)— 496 
6.750% senior subordinated notes due 2034 (“6.750% 2034 Notes”)
2,000 (16)— 1,984 
6.125% senior subordinated notes due 2034 (“6.125% 2034 Notes”)
1,700 (15)2 1,687 
6.750% secured notes due 2035 (“2035 Secured Notes”)
3,000 (27)— 2,973 
Government refundable advances8 — — 8 
Finance lease obligations344 — — 344 
34,124 (183)(51)33,890 
Less: current portion148 (1)— 147 
Long-term debt$33,976 $(182)$(51)$33,743 
September 30, 2025
Gross AmountDebt Issuance CostsOriginal Issue DiscountNet Amount
Short-term borrowings—trade receivable securitization facility
$725 $(1)$— $724 
Term loans$11,124 $(43)$(33)$11,048 
2028 Secured Notes2,100 (11)(6)2,083 
4.625% 2029 Notes
1,200 (5)— 1,195 
2029 Secured Notes2,750 (17)(1)2,732 
4.875% 2029 Notes
750 (3)— 747 
2030 Secured Notes1,450 (10)— 1,440 
2031 Secured Notes1,000 (8)(6)986 
2032 Secured Notes2,200 (17)— 2,183 
2033 Secured Notes1,500 (12)— 1,488 
6.375% 2033 Notes
2,650 (14)(20)2,616 
2034 Secured Notes500 (5)— 495 
6.750% 2034 Notes
2,000 (18)— 1,982 
Government refundable advances12 — — 12 
Finance lease obligations284 — — 284 
29,520 (163)(66)29,291 
Less: current portion125 (1)— 124 
Long-term debt$29,395 $(162)$(66)$29,167 
Issuance of the $1,200 Million 6.125% 2034 Notes – On February 13, 2026, the Company entered into a purchase agreement in connection with a private offering of $1,200 million in aggregate principal amount of 6.125% senior subordinated notes due 2034 (the “$1,200 million 6.125% 2034 Notes”) at an issue price of 100% of the principal amount. The $1,200 million 6.125% 2034 Notes were issued pursuant to an indenture, dated as of February 13, 2026, among TransDigm Inc., as issuer, TransDigm Group and the other subsidiaries of TransDigm Inc. named therein, as guarantors. The $1,200 million 6.125% 2034 Notes bear interest at 6.125% per annum, which accrues from February 13, 2026 and is payable in arrears on January 31 and July 31 of each year, commencing on July 31, 2026. The $1,200 million 6.125% 2034 Notes mature on July 31, 2034, unless earlier redeemed or repurchased, and are subject to the terms and conditions set forth in the related indenture.
Issuance of the $500 Million 6.125% 2034 Notes – On April 17, 2026, the Company entered into a purchase agreement in connection with a private offering of an additional $500 million in aggregate principal amount of 6.125% senior subordinated notes due 2034 (the “$500 million 6.125% 2034 Notes”) at an issue price of 100.375%, which resulted in a premium of approximately $2 million. The $500 million 6.125% 2034 Notes were issued pursuant to a supplemental indenture, dated as of April 17, 2026, which is substantially the same as the terms and conditions that apply to the $1,200 million 6.125% 2034 Notes indenture dated as of February 13, 2026 (collectively, the $500 million 6.125% 2034 Notes and the $1,200 million 6.125% 2034 Notes are referred to herein as the “6.125% 2034 Notes”).
The Company capitalized approximately $16 million in debt issuance costs associated with the 6.125% 2034 Notes during the fiscal year ended September 30, 2026.
Amendment No. 20 and Incremental Term Loan Assumption Agreement – On February 13, 2026, the Company entered into Amendment No. 20 and Incremental Term Loan Assumption Agreement (herein, “Amendment No. 20”), pursuant to which the Company, among other things, incurred $800 million in Tranche N term loans (the “Initial Tranche N term loans”). The other terms and conditions that apply to the Initial Tranche N term loans are substantially the same as the terms and conditions that apply to the other term loans existing under the Term Loans Facility. The Initial Tranche N term loans were fully drawn on February 13, 2026.
Amendment No. 21 and Incremental Term Loan Assumption Agreement – On April 17, 2026, the Company entered into Amendment No. 21 and Incremental Term Loan Assumption Agreement (herein, “Amendment No. 21”), pursuant to which the Company, among other things, incurred $1,000 million in additional Tranche N term loans (the “Additional Tranche N term loans”). The other terms and conditions that apply to the Additional Tranche N term loans are substantially the same as the terms and conditions that apply to the other term loans existing under the Term Loans Facility (collectively, the Additional Tranche N term loans and the Initial Tranche N term loans are referred to herein as the “Tranche N term loans”). The Additional Tranche N term loans were fully drawn on April 17, 2026.
Principal payments for the Tranche N term loans commenced on June 30, 2026, with approximately $4.5 million to be paid on a quarterly basis up to the February 13, 2033 maturity date. The Tranche N term loans bear interest at Term SOFR plus 2.50% per annum, which accrued from February 13, 2026, and is payable in arrears on March 31, June 30, September 30, and December 31 of each year, commencing on June 30, 2026.
The Company capitalized approximately $17 million in debt issuance costs associated with Amendments No. 20 and No. 21 during the fiscal year ended September 30, 2026.
Use of Proceeds
The Company used the net proceeds from the February 13, 2026 issuances of the $1,200 million 6.125% 2034 Notes and the Initial Tranche N term loans, along with cash on hand, to fund the purchase price of the acquisition of JPE and VSA and for related transaction fees and expenses.
The Company intended to use the net proceeds from the April 17, 2026 issuances of the $500 million 6.125% 2034 Notes and the Additional Tranche N term loans, along with cash on hand, to fund the purchase price of the proposed acquisition of Stellant Systems, Inc., common stock repurchases (refer to Note 14, “Stock Repurchase Program”) and for general corporate purposes. Notwithstanding the July 13, 2026 announcement that the Company elected to withdraw from its proposed acquisition of Stellant Systems, Inc., there was no special mandatory redemption of the April 17, 2026 debt issuances and they remain outstanding.
Issuance of the 2035 Secured Notes – On September 28, 2026, the Company entered into a purchase agreement in connection with a private offering of $3,000 million in aggregate principal amount of 6.750% senior secured notes due 2035 at an issue price of 100% of the principal amount. The 2035 Secured Notes were issued pursuant to an indenture, dated as of September 28, 2026, among TransDigm Inc., as issuer, TransDigm Group and the other subsidiaries of TransDigm Inc. named therein, as guarantors. The 2035 Secured Notes bear interest at 6.750% per annum, which accrues from September 28, 2026 and is payable in arrears on January 31 and July 31 of each year, commencing on January 31, 2027. The 2035 Secured Notes mature on January 31, 2035, unless earlier redeemed or repurchased, and are subject to the terms and conditions set forth in the related indenture.
The Company capitalized approximately $27 million in debt issuance costs associated with the 2035 Secured Notes during the fiscal year ended September 30, 2026.
The net proceeds from the 2035 Secured Notes were used to repurchase the tendered 2028 Secured Notes (as further described below) and for general corporate purposes.
Tender Offer for the 2028 Secured Notes – On September 14, 2026, the Company announced a cash tender offer for any and all of its outstanding $2,100 million aggregate principal amount of 6.750% senior secured notes due 2028. On September 29, 2026, the Company purchased approximately $1,831 million aggregate principal amount of the 2028 Secured Notes that had been validly tendered before the early tender deadline of September 25, 2026. Holders received total consideration of $1,008.00 (plus accrued and unpaid interest) per $1,000 principal amount. The total consideration included an early tender premium of $30.00 per $1,000 principal amount. Approximately $269 million aggregate principal amount of the 2028 Secured Notes remained outstanding as of September 30, 2026. Subsequent to September 30, 2026, approximately $2 million aggregate principal amount of the 2028 Secured Notes were validly tendered and repurchased by the Company prior to the expiration of the tender offer on October 13, 2026.
The Company recorded refinancing costs of approximately $26 million, consisting of the $15 million early tender premium paid in excess of par, plus the write-off of the unamortized debt issuance costs and original issue discount of $6 million and $3 million, respectively, and other fees of $2 million during the fiscal year ended September 30, 2026 in conjunction with the purchase of the 2028 Secured Notes.
Trade Receivable Securitization Facility – The Company’s trade receivable securitization facility (the “Securitization Facility”) effectively increases the Company’s borrowing capacity depending on the amount of the domestic operations’ trade accounts receivable. The Securitization Facility includes the right for the Company to exercise annual one year extensions as long as there have been no termination events as defined by the agreement. The Company uses the proceeds from the Securitization Facility as an alternative to other forms of debt, effectively reducing borrowing costs.
On July 10, 2026, the Company amended the Securitization Facility to, among other things, (i) increase the borrowing capacity from $725 million to $1,000 million; and (ii) extend the maturity date to July 9, 2027. The Company subsequently drew $150 million available under the Securitization Facility in the fourth quarter of fiscal 2026.
As of September 30, 2026, the total drawn on the Securitization Facility is $875 million and the borrowing capacity available is $125 million. As of September 30, 2026 and 2025, the applicable interest rate was 5.09% and 5.67%, respectively. The Securitization Facility is collateralized by substantially all of the Company’s domestic operations’ trade accounts receivable.
Government Refundable Advances
Government refundable advances consist of payments received from the Canadian government to assist in research and development related to commercial aviation. The requirement to repay this advance is based on year-over-year commercial aviation revenue growth for certain product lines at CMC Electronics, which is a wholly-owned subsidiary of TransDigm. As of September 30, 2026 and 2025, the outstanding balance of these advances was $8 million and $12 million, respectively.
Obligations under Finance Leases
The Company leases certain buildings and equipment under finance leases. The present value of the minimum finance lease payments, inclusive of the current portion, represents a balance of $344 million and $284 million at September 30, 2026 and 2025, respectively. The increase in fiscal 2026 is primarily attributable to leases assumed from business combinations, new leases of facilities and amendments to previous agreements qualifying as lease modifications resulting in a change in classification from an operating lease to a finance lease. Refer to Note 17, “Leases,” for further disclosure of the Company’s lease obligations.
Senior Secured Credit Facilities
As of September 30, 2026, TransDigm has $12,803 million in fully drawn term loans (the “Term Loans Facility”) and a $910 million revolving credit facility, of which $865 million in borrowings was available to the Company under the revolving commitments. As of September 30, 2025, TransDigm had $11,124 million in fully drawn term loans and a $910 million revolving credit facility, of which $857 million was available for borrowing to the Company under the revolving commitments. For both fiscal 2026 and 2025, draws on the revolving commitments are subject to an interest rate of Term SOFR plus 2.25% and the unused portion of the revolving commitments is subject to a fee of 0.50% per annum. The total fees incurred on the unused portion of the revolving commitments were not material in fiscal 2026 or fiscal 2025. TransDigm is in compliance with all the covenants contained in the Credit Agreement.
Term Loans FacilityMaturity DateInterest Rate under Term Loans FacilityAggregate Principal as of September 30,
20262025
Tranche JFebruary 28, 2031
Term SOFR plus 2.50%
$3,559 $3,595 
Tranche KMarch 22, 2030
Term SOFR plus 2.25%
$3,508 $3,544 
Tranche LJanuary 19, 2032
Term SOFR plus 2.50%
$1,470 $1,485 
Tranche MAugust 19, 2032
Term SOFR plus 2.50%
$2,475 $2,500 
Tranche NFebruary 13, 2033
Term SOFR plus 2.50%
$1,791 $— 
The interest rates per annum applicable to the Term Loans Facility under the Credit Agreement are, at TransDigm’s option, equal to either an alternate base rate or an adjusted Term SOFR for one-, three- or six-month interest periods chosen by TransDigm, in each case plus an applicable margin percentage. The adjusted Term SOFR related to the Term Loans Facility is not subject to a floor. Refer to Note 18, “Derivatives and Hedging Activities,” for further information about how our interest rate swaps and collar agreements are used to hedge and offset, respectively, the variable interest rate portion of our debt.
Secured Notes
TransDigm Inc. is the issuer of the 2028 Secured Notes, 2029 Secured Notes, 2030 Secured Notes, 2031 Secured Notes, 2032 Secured Notes, 2033 Secured Notes, 2034 Secured Notes and 2035 Secured Notes (collectively, the “Secured Notes”). The Secured Notes are senior secured obligations of TransDigm Inc. and are fully and unconditionally guaranteed on a joint and several, senior secured basis by TransDigm Group and certain of TransDigm Inc.’s subsidiaries, as described under “Guarantor Information” in Item 7 of this Form 10-K and listed in Exhibit 22.1. The Secured Notes contain restrictive covenants that are substantially similar to many of the restrictive covenants in the Credit Agreement. The Company is in compliance with all of the covenants contained in the Secured Notes.
Subordinated Notes
TransDigm Inc. is the issuer of the 4.625% 2029 Notes, 4.875% 2029 Notes, 6.375% 2033 Notes, 6.750% 2034 Notes and the 6.125% 2034 Notes (collectively, the “Subordinated Notes”). The Subordinated Notes are unsecured obligations of TransDigm Inc., are subordinated in right of payment to its senior indebtedness (including the Secured Notes and the senior secured credit facilities) and are fully and unconditionally guaranteed, on a joint and several, senior subordinated unsecured basis, by TD Group and certain of TransDigm Inc.’s subsidiaries, as described under “Guarantor Information” in Item 7 and listed in Exhibit 22.1. The Subordinated Notes contain restrictive covenants that are substantially similar to many of the restrictive covenants in the Credit Agreement. The Company is in compliance with all of the covenants contained in the Subordinated Notes.
Debt Repayment Schedule
At September 30, 2026, future maturities of long-term debt (excluding finance lease obligations) are as follows (in millions), refer to Note 17, “Leases,” for future maturities of finance leases:
Fiscal Years Ended September 30,
2027$136 
2028401 
20294,830 
20303,496 
20314,921 
Thereafter19,996 
Total$33,780