Teledyne Announces Pricing of Notes, Completion of Bank Financing and Cleared HSR

THOUSAND OAKS, Calif.–(BUSINESS WIRE)–Teledyne Technologies Incorporated (NYSE:TDY) announced today the following permanent financing milestones for the pending acquisition of FLIR Systems, Inc. (NASDAQ:FLIR). Furthermore, Teledyne and FLIR cleared HSR antitrust review on March 1, 2021.

Teledyne priced an offering of $3.0 billion aggregate principal amount of notes (the “Notes”) in the following series:

• $300 million aggregate principal amount of 0.650% Notes due 2023
• $450 million aggregate principal amount of 0.950% Notes due 2024
• $450 million aggregate principal amount of 1.600% Notes due 2026
• $700 million aggregate principal amount of 2.250% Notes due 2028
• $1.1 billion aggregate principal amount of 2.750% Notes due 2031

Last week on March 4, Teledyne entered into a $1.00 billion Term Loan Credit Agreement and Amended and Restated Credit Agreement with capacity of $1.15 billion both maturing on March 4, 2026. Teledyne intends to use the proceeds from the Notes together with the proceeds from the $1.00 billion Term Loan and cash on hand to pay the cash portion of the consideration for the FLIR acquisition and refinance certain existing debt.

Notifications pursuant to the Hart-Scott-Rodino (“HSR”) Antitrust Improvements Act of 1976 were filed on January 29, 2021, and termination of the waiting period occurred on March 1, 2021.

Subject to the receipt of additional required regulatory approvals, the transaction is expected to close in the middle of 2021.

Teledyne expects to receive the net proceeds of the Notes offering upon closing on or about March 22, 2021, subject to customary closing conditions. The Notes will pay interest on a semi-annual basis. The completion of the Notes offering is not contingent on the closing of the FLIR acquisition. If the closing of the FLIR acquisition does not occur on or before the earlier of (i) December 31, 2021, and (ii) the date the Merger Agreement, including any amendment thereof, is terminated, according to its terms, Teledyne will redeem the 2023 Notes, the 2024 Notes, the 2026 Notes, and the 2031 Notes in whole at a special mandatory redemption price equal to 101% of the aggregate principal amount of such Notes, plus accrued and unpaid interest on the principal amount of such Notes but excluding the special mandatory redemption date.

The joint book-running managers for the offering were BofA Securities, Inc., J.P. Morgan Securities LLC and U.S. Bancorp Investments, Inc. Davis Polk & Wardwell LLP is legal counsel to the joint book-running managers for the offering, and McGuireWoods LLP is legal counsel to Teledyne.

Teledyne has filed a registration statement (including a prospectus and preliminary prospectus supplement) with the SEC for the offering to which this communication relates. Before investing, investors should read the prospectus and preliminary prospectus supplement and other documents Teledyne has filed with the SEC and incorporated by reference in the prospectus and preliminary prospectus supplement for more complete information about Teledyne and this offering. Investors may get these documents for free by visiting EDGAR on the SEC’s website at www.sec.gov. Alternatively, Teledyne, any underwriter or any dealer participating in the offering will arrange to send investors the prospectus and preliminary prospectus supplement upon request by calling BofA Securities, Inc. toll free at 1-800-294-1322, emailing BofA Securities, Inc. at dg.prospectus_requests@bofa.com, by calling J.P. Morgan Securities LLC collect at 1-212-834-4533, by mailing at J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, Attn: Prospectus Department, 1155 Long Island Avenue, Edgewood, NY 11717, or by calling U.S. Bancorp Investments, Inc. toll free at 1-877-558-2607.

About Teledyne

Teledyne Technologies is a leading provider of sophisticated instrumentation, digital imaging products and software, aerospace and defense electronics, and…