UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):December 7, 2016
Aerojet Rocketdyne Holdings, Inc. |
| (Exact name of registrant as specified in its charter) |
| | | |
Delaware | 1-01520 | 34-0244000 |
(State or Other Jurisdiction
of Incorporation) | (Commission
File Number) | (IRS Employer
Identification No.) |
| | | |
222 N. Sepulveda Blvd, Suite 500 El Segundo, California | 90245 |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s Telephone Number, Including Area Code:(310) 252-8100
|
| (Former Name or Former Address, If Changed Since Last Report) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events
On December 7, 2016, Aerojet Rocketdyne Holdings, Inc. issued a press release announcing its intent to offer up to $200 million aggregate principal amount of convertible senior notes, plus a grant to initial purchasers of an option to purchase an additional $30 million aggregate principal amount of the notes to cover any over-allotments, in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), for the purpose of repaying its revolving credit facility, redeeming certain of its outstanding indebtedness and for general corporate purposes. A copy of the press release is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description |
| | |
| 99.1 | Press Release dated December 7, 2016. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| | AEROJET ROCKETDYNE HOLDINGS, INC. |
| | |
| | By: | /s/ Arjun L. Kampani |
| | | Name: | Arjun L. Kampani |
| | | Title: | Vice President, General Counsel and Secretary |
Dated: December 7, 2016
Exhibit Index
| Exhibit No. | Description |
| | |
| 99.1 | Press Release dated December 7, 2016. |
