HEICO to acquire Wencor Group for $2.05B ($1.9B cash + $150M stock)

On May 15, 2023, the Company and its newly formed wholly owned subsidiary Magnolia MergeCo Inc., a Delaware corporation (“Merger Sub”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) to acquire Jazz Parent, Inc., a Delaware corporation, the owner of Wencor (the “Target”), with the Target and Jazz Topco GP LLC, a Delaware limited liability company (the “Representative”), solely in its capacity as Representative for purposes of certain provisions of the Merger Agreement.

On May 14, 2023, the Company entered into an engagement letter with Truist Securities, Inc. (the “Engagement Letter”) to, among other things, increase the commitments under its existing credit facility from $1.5 billion to $2.0 billion and to extend the maturity date thereunder to a date that is five years from the closing date, and has also entered into a commitment letter (the “Commitment Letter”) with Truist Bank (the “Bridge Lender”) and Truist Securities, Inc., pursuant to which the Bridge Lender has committed to provide a senior unsecured credit facility to the Company, as the borrower, in an aggregate amount of up to $1.5 billion (the “Bridge Facility”), with a maturity date of 364 days following the closing date.