Maxar Technologies Announces Pricing of $500 Million Senior Secured Notes Offering; Expects to Complete Amendment and Extension of its Credit Facilities

WESTMINSTER, Colo. (Maxar Technologies PR) — Maxar Technologies (NYSE:MAXR) (TSX:MAXR) (“Maxar” or the “Company”), a provider of comprehensive space solutions and secure, precise, geospatial intelligence, today announced the pricing of the previously announced offering of its $500 million in aggregate principal amount of 7.75% senior secured notes due 2027 (the “notes”). The notes were offered and sold in the United States only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”) and to non-U.S. persons outside the United States pursuant to Regulation S under the Securities Act. The notes will have an interest rate of 7.75% per annum and will be issued at a price equal to 100% of their face value.

The closing of the sale of the notes, which is subject to customary conditions, is expected to occur on or about June 14, 2022. The notes will be senior, first-priority secured obligations of the Company and 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 expects to amend and restate that certain credit agreement under its existing syndicated credit facility and term loan obligations (the “Amendment and Restatement”), among the Company, Royal Bank of Canada, as administrative agent and collateral agent, and the lenders from time to time party thereto to amend pricing and covenants, and extend, so long as the notes are ultimately repaid in full by a date that is 91 days prior to their maturity date, the maturity date of the revolving credit facility to June 2027 and the maturity date of the term loan obligations to June 2029. The aggregate principal amount of the term loan obligations are also expected to be increased to $1,500 million.

The Company estimates that the net proceeds from the offering of the notes will be approximately $493 million, after deducting the initial purchasers’ discounts and estimated offering expenses payable by the Company.

As previously announced, the Company expects to use the net proceeds from the sale of the notes, together with proceeds from borrowings under the Amendment and Restatement on the closing of the notes offering and cash on hand, to fund the redemption of all of its outstanding 9.750% senior secured notes due 2023 (the “Existing 2023 Notes”) and to pay related transaction premiums, fees and expenses. The redemption date for the Existing 2023 Notes (the “2023 Notes Redemption”) will be on the same date as the closing of the notes offering. The consummation of the notes offering is not conditioned on the consummation the 2023 Notes Redemption and/or the consummation of the Amendment and Restatement, but consummation of the 2023 Notes Redemption is conditioned upon, among other things, consummation of the notes offering.

The notes have not been and will not be registered under the 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.

This press release does not constitute an offer to sell nor a solicitation of an offer to buy the notes or any other securities, and no offer, solicitation or sale will be made in any jurisdiction in which, or to any persons to whom, such an offer, solicitation or sale is 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.

About Maxar

Maxar Technologies (NYSE:MAXR) (TSX:MAXR) is a provider of comprehensive space solutions and secure, precise, geospatial intelligence. We deliver disruptive value to government and commercial customers to help them monitor, understand and navigate our changing planet; deliver global broadband communications; and explore and advance the use of space. Our unique approach combines decades of deep mission understanding and a proven commercial and defense foundation to deploy solutions and deliver insights with unrivaled speed, scale and cost-effectiveness. Maxar’s 4,400 team members in over 20 global locations are inspired to harness the potential of space to help our customers create a better world.