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DEBT
 12 Months Ended
Sep. 30, 2025
Debt Disclosure [Abstract]  
DEBT DEBT
The Company’s debt consists of the following (in millions):
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 
6.750% secured notes due 2028 (“2028 Secured Notes”)
2,100 (11)(6)2,083 
4.625% senior subordinated notes due 2029 (“4.625% 2029 Notes”)
1,200 (5)— 1,195 
6.375% secured notes due 2029 (“2029 Secured Notes”)
2,750 (17)(1)2,732 
4.875% senior subordinated notes due 2029 (“4.875% 2029 Notes”)
750 (3)— 747 
6.875% secured notes due 2030 (“2030 Secured Notes”)
1,450 (10)— 1,440 
7.125% secured notes due 2031 (“2031 Secured Notes”)
1,000 (8)(6)986 
6.625% secured notes due 2032 (“2032 Secured Notes”)
2,200 (17)— 2,183 
6.000% secured notes due 2033 (“2033 Secured Notes”)
1,500 (12)— 1,488 
6.375% senior subordinated notes due 2033 (“6.375% 2033 Notes”)
2,650 (14)(20)2,616 
6.250% secured notes due 2034 (“2034 Secured Notes”)
500 (5)— 495 
6.750% senior subordinated notes due 2034 (“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 
September 30, 2024
Gross AmountDebt Issuance CostsOriginal Issue DiscountNet Amount
Short-term borrowings—trade receivable securitization facility
$487 $(1)$— $486 
Term loans$8,702 $(25)$(35)$8,642 
5.500% senior subordinated notes due 2027 (“5.500% 2027 Notes”)
2,650 (9)— 2,641 
2028 Secured Notes2,100 (15)(8)2,077 
4.625% 2029 Notes
1,200 (6)— 1,194 
2029 Secured Notes2,750 (22)(1)2,727 
4.875% 2029 Notes
750 (4)— 746 
2030 Secured Notes1,450 (12)— 1,438 
2031 Secured Notes1,000 (9)(7)984 
2032 Secured Notes2,200 (20)— 2,180 
2033 Secured Notes1,500 (14)— 1,486 
Government refundable advances17 — — 17 
Finance lease obligations262 — — 262 
24,581 (136)(51)24,394 
Less: current portion99 (1)— 98 
Long-term debt$24,482 $(135)$(51)$24,296 
Issuance of $2,650 million of Senior Subordinated Notes due 2033 – On May 20, 2025, the Company entered into a purchase agreement in connection with a private offering of $2,650 million in aggregate principal amount consisting of the 6.375% 2033 Notes at an issue price of 99.225% of the principal amount, which represents an approximately $20.5 million discount. The 6.375% 2033 Notes were issued pursuant to an indenture, dated as of May 20, 2025, amongst TransDigm Inc., as issuer, TransDigm Group and the other subsidiaries of TransDigm Inc. named therein, as guarantors. The 6.375% 2033 Notes bear interest at the rate of 6.375% per annum, which accrues from May 20, 2025 and is payable in arrears on November 30 and May 31 of each year, commencing on November 30, 2025. The 6.375% 2033 Notes mature on May 31, 2033, unless earlier redeemed or repurchased, and are subject to the terms and conditions set forth in the related indenture.
The Company capitalized $14 million in debt issuance costs associated with the 6.375% 2033 Notes during the fiscal year ended September 30, 2025.
Redemption of $2,650 million of Senior Subordinated Notes due 2027 – On June 20, 2025, the Company redeemed all $2,650 million aggregate principal of its outstanding 5.500% 2027 Notes at a redemption price of 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but not including, the redemption date, using the net proceeds of the offering of the 6.375% 2033 Notes (as further described above), together with existing cash on hand.
The Company recorded refinancing costs of $7 million, consisting of the write-off of the unamortized debt issuance costs during the fiscal year ended September 30, 2025 in conjunction with the redemption of the 5.500% 2027 Notes.
Issuance of $500 million of Senior Secured Notes due 2034 – On August 19, 2025, the Company entered into a purchase agreement in connection with a private offering of $500 million in aggregate principal amount consisting of the 2034 Secured Notes at an issue price of 100% of the principal amount. The 2034 Secured Notes were issued pursuant to an indenture, dated as of August 19, 2025, among TransDigm Inc., as issuer, TransDigm Group and the subsidiaries of TransDigm named therein, as guarantors. The 2034 Secured Notes bear interest at the rate of 6.250% per annum, which accrues from August 19, 2025 and is payable in arrears on January 31 and July 31 of each year, commencing on January 31, 2026. The 2034 Secured Notes mature on January 31, 2034, unless earlier redeemed or repurchased, and are subject to the terms and conditions set forth in the related indenture.
The Company capitalized approximately $5 million in debt issuance costs associated with the 2034 Secured Notes during the fiscal year ended September 30, 2025.
Issuance of $2,000 Subordinated Notes due 2034 - On August 19, 2025, the Company entered into a purchase agreement in connection with a private offering of $2,000 million in aggregate principal amount consisting of 6.750% 2034 Notes at an issue price of 100% of the principal amount. The 6.750% 2034 Notes were issued pursuant to an indenture, dated as of August 19, 2025 amongst TransDigm Inc., as issuer, TransDigm Group and the other subsidiaries of TransDigm Inc. named therein, as guarantors. The 6.750% 2034 Notes bear interest at the rate of 6.750% per annum, which accrues from August 19, 2025, and is payable in arrears on January 31 and July 31 of each year, commencing on January 31, 2026. The 6.750% 2034 Notes mature on January 31, 2034, unless earlier redeemed or repurchased, and are subject to the terms and conditions set forth in the related indenture.
The Company capitalized approximately $18 million in debt issuance costs associated with the 2034 Secured Notes during the fiscal year ended September 30, 2025.
Amendment No. 18 and Incremental Term Loan Assumption Agreement - On August 19, 2025, the Company entered into Amendment No. 18 and Incremental Term Loan Assumption Agreement (herein, “Amendment No. 18”), pursuant to which the Company, among other things, incurred $2,500 million in new Tranche M term loans. Original issue discount of 0.25%, or approximately $6 million, was paid to the lenders of the Tranche M term loans. The other terms and conditions that apply to the Tranche M 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 Tranche M term loans were fully drawn on August 19, 2025. Principal payments commence on December 31, 2025, in which approximately $6 million is to be paid on a quarterly basis up to the August 19, 2032 maturity date.
The Tranche M term loans bear interest at the rate of Term SOFR plus 2.50% per annum, which accrues from August 19, 2025, and is payable in arrears on March 31, June 30, September 30, and December 31 of each year, commencing on December 31, 2025.
The Company capitalized $23 million in debt issuance costs associated with Amendment No. 18 during the fiscal year ended September 30, 2025.
The proceeds from the August 19, 2025 issuances of the 2034 Secured Notes, the 6.750% 2034 Notes and the Tranche M term loans were used, along with existing cash on hand, to fund a $90.00 special dividend declaration on each outstanding share of common stock and cash dividend equivalent payments on eligible vested options outstanding under its stock option plans and for related fees and expenses.
Amendment No. 19 Loan Modification Agreement and Refinancing Facility Agreement - On September 17, 2025, the Company entered into Amendment No. 19, Loan Modification Agreement and Refinancing Facility Agreement (herein, “Amendment No. 19”), pursuant to which the Company, among other things, (i) repriced all of its $1,686 million in existing Tranche K term loans to bear interest at Term SOFR plus 2.25% compared to Term SOFR plus 2.75% applicable prior to Amendment No. 19; and (ii) amended and extended $1,857 million in existing Tranche I term loans maturing August 24, 2028 and converting such loans into new Tranche K term loans maturing March 22, 2030 (herein, “the New Tranche K Term Loans”). The other terms and conditions that apply to the New Tranche K Term Loans are substantially the same as the terms and conditions that applied to the other term loans existing under the Term Loans Facility. Principal payments commence on December 31, 2025, in which approximately $9 million is to be paid on a quarterly basis up to the March 22, 2030 maturity date.
The New Tranche K Term Loans bear interest at the rate of Term SOFR plus 2.25% per annum compared to Term SOFR plus 2.75% applicable prior to Amendment No. 19. Interest accrues from September 17, 2025, and is payable in arrears on March 31, June 30, September 30, and December 31 of each year, commencing on December 31, 2025.
The Company recorded refinancing costs of $3 million associated with Amendment No. 19 during the fiscal year ended September 30, 2025.
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 11, 2025, the Company amended the Securitization Facility to, among other things, (i) increase the borrowing capacity from $650 million to $725 million; and (ii) extend the maturity date to July 10, 2026 at an interest rate of Term SOFR plus 1.35% compared to an interest rate of Term SOFR plus 1.45% that applied prior to the amendment.
The Company drew $163 million and $75 million available under the Securitization Facility in October 2024 and September 2025, respectively. As of September 30, 2025, the total drawn on the Securitization Facility is $725 million. For the fiscal years ended September 30, 2025 and 2024, the applicable interest rate was 5.67% and 6.73%, 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, 2025 and 2024, the outstanding balance of these advances were $12 million and $17 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, net of the current portion, represents a balance of $284 million and $262 million at September 30, 2025 and 2024, respectively. The increase in fiscal 2025 is primarily attributable to certain 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 Term Loans Facility
As of September 30, 2025, TransDigm had $11,124 million in fully drawn term loans under the Term Loans Facility, $910 million in revolving commitments, of which $857 million was available to the Company, subject to an interest rate of 2.25% per annum. As of September 30, 2024, TransDigm had $8,702 million in fully drawn term loans, $910 million in revolving commitments, of which $843 million was available to the Company, subject to an interest rate of 2.25% per annum. The unused portion of the revolving commitments is subject to a fee of 0.5% per annum for both fiscal 2025 and 2024. The total fees incurred on the unused portion of the revolving commitments were not material in fiscal 2025 or fiscal 2024. TransDigm is in compliance with all the covenants contained in the Term Loans Facility.
Term Loans FacilityMaturity DateInterest Rate under Term Loans FacilityAggregate Principal as of September 30,
20252024
Tranche I (1)
August 24, 2028
Term SOFR plus 2.75%
$— $1,871 
Tranche JFebruary 28, 2031
Term SOFR plus 2.50%
$3,595 $3,632 
Tranche KMarch 22, 2030
Term SOFR plus 2.25%
$3,544 $1,699 
Tranche LJanuary 19, 2032
Term SOFR plus 2.50%
$1,485 $1,500 
Tranche MAugust 19, 2032
Term SOFR plus 2.50%
$2,500 $— 
(1)As previously disclosed within this note, during fiscal 2025, Tranche I was converted into Tranche K.
The interest rates per annum applicable to the loans under the Term Loans Facility are, at TransDigm’s option, equal to either an alternate base rate or an adjusted Term SOFR for one, three or six-months thereafter (in each case, subject to the availability thereof), interest periods chosen by TransDigm, in each case, plus an applicable margin percentage. The adjusted Term SOFR related to the existing term loans are not subject to a floor. Refer to Note 18, “Derivatives and Hedging Activities,” for information about how our interest rate swaps, cap and collar agreements are used to hedge and offset, respectively, the variable interest rates on the Term Loans Facility.
Secured Notes
TransDigm Inc.’s 2028 Secured Notes are jointly and severally guaranteed, on a senior basis, by TransDigm Group, TransDigm UK and all of TransDigm Inc.'s Domestic Restricted Subsidiaries, as defined in the applicable indentures. The 2029 Secured Notes, 2030 Secured Notes, 2031 Secured Notes, 2032 Secured Notes, 2033 Secured Notes and 2034 Secured Notes (collectively with the 2028 Secured Notes, the “Secured Notes”) are guaranteed on a senior secured basis by TransDigm Group and each of TransDigm Inc.’s direct and indirect Restricted Subsidiaries (as defined in the applicable indenture) that is a borrower or guarantor under TransDigm’s senior secured credit facilities or that issues or guarantees any capital market indebtedness of TransDigm Inc. or any of the guarantors in an aggregate principal amount of at least $200 million. The guarantees of the Secured Notes rank equally in right of payment with all of the guarantors’ existing and future senior secured debt and are senior in right of payment to all of their existing and future senior subordinated debt. The Secured Notes are structurally subordinated to all of the liabilities of TransDigm’s non-guarantor subsidiaries. As of the date of this Form 10-K, the guarantors of the 2029 Secured Notes, 2030 Secured Notes, 2031 Secured Notes, 2032 Secured Notes, 2033 Secured Notes and 2034 Secured Notes are the same as the guarantors of the 2028 Secured Notes. The Secured Notes contain restrictive covenants that are substantially similar to many of the restrictive covenants included in the Credit Agreement. TransDigm is in compliance with all the covenants contained in the Secured Notes.
Subordinated Notes
The 4.625% 2029 Notes and the 4.875% 2029 Notes are fully and unconditionally guaranteed on a senior subordinated unsecured basis by TransDigm Group, TransDigm UK and TransDigm Inc.’s Domestic Restricted Subsidiaries (as defined in the applicable indentures). The 6.375% 2033 Notes and the 6.750% 2034 Notes are guaranteed, on a senior subordinated basis, by TransDigm Group and each of TransDigm Inc.’s direct and indirect restricted subsidiaries that is a borrower or guarantor under TransDigm’s senior secured credit facilities or that issues or guarantees any capital markets indebtedness of TransDigm or any of the guarantors in an aggregate principal amount of at least $200 million. The guarantees of the Subordinated Notes are subordinated to all of the guarantors’ existing and future senior debt, rank equally with all of their existing and future senior subordinated debt and rank senior to all of their future debt that is expressly subordinated to the guarantees of the Subordinated Notes. The Subordinated Notes are structurally subordinated to all of the liabilities of TransDigm Group’s non-guarantor subsidiaries. The Subordinated Notes contain restrictive covenants that are substantially similar to many of the restrictive covenants included in the Credit Agreement. TransDigm is in compliance with all the covenants contained in the Subordinated Notes.
Debt Repayment Schedule
At September 30, 2025, future maturities of long-term debt (excluding finance leases) are as follows (in millions), refer to Note 17, “Leases,” for future maturities of finance leases:
Fiscal Years Ended September 30, 
2026$116 
2027116 
20282,216 
20294,812 
20303,478 
Thereafter18,498 
Total$29,236