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ATK Announces Repurchase Offer for, and Redemption of, its 3.00% Convertible Senior Subordinated Notes

By Marc Boucher
Press Release
July 11, 2014
Filed under ,

ATK (NYSE: ATK) today announced that, as required by the terms of the indenture (the “Indenture”) governing its 3.00% Convertible Senior Subordinated Notes due 2024 (CUSIP No. 018804AK0) (the “Notes”), it is commencing an offer to repurchase (the “Repurchase”) any and all of the $12,816,000 aggregate principal amount outstanding of its Notes.
Holders may surrender their Notes for repurchase at any time from 9:00 a.m. New York City time on Friday, July 18, 2014, through 5:00 p.m. New York City time on Thursday, August 14, 2014 (such date and time, the “Expiration Date”), in accordance with the terms, procedures and conditions outlined in the Indenture and in the Company Repurchase Notice. The Repurchase is not subject to any minimum surrender condition.

ATK also gave notice today, in accordance with the terms of the Indenture, that it has elected to redeem (the “Redemption”) all of its then outstanding Notes on August 20, 2014 (the “Redemption Date”). The Notes will be redeemed at a price, payable in cash, equal to $1,000 per $1,000 principal amount of Notes outstanding on the Redemption Date, together with accrued and unpaid interest on such Notes to, but excluding, the Redemption Date (together, the “Redemption Price”).

Upon the terms and subject to the conditions of the Repurchase, holders of Notes who validly surrender and do not validly withdraw their Notes prior to 5:00 p.m., New York City time, on the Expiration Date will receive a repurchase price (the “Repurchase Price”) payable in cash equal to $1,000 per $1,000 principal amount of Notes validly surrendered for repurchase and not validly withdrawn, upon the terms and subject to the conditions set forth in the Indenture, the Notes and the Company Repurchase Notice. The Repurchase Price is based solely on the requirements of the Indenture and the Notes and bears no relationship to the market price of the Notes or ATK’s common stock. The Repurchase Date is an Interest Payment Date under the terms of the Indenture. Accordingly, interest accrued to, but excluding, the Repurchase Date will be paid to those holders of Notes who are holders of record at the close of business on August 1, 2014. ATK therefore expects that there will be no accrued and unpaid interest due as part of the Repurchase Price. All amounts payable pursuant to the Repurchase will be rounded to the nearest cent.

None of ATK, its management or board of directors makes any recommendation to any holder of Notes as to whether to surrender any Notes for repurchase. None of ATK, its management or board of directors has authorized any person to give any information or to make any representation in connection with the Repurchase other than the information and representations contained in the Company Repurchase Notice. The complete terms and conditions of the Repurchase are set forth in the Company Repurchase Notice that ATK will distribute to the holders of the Notes after this document is filed with the Securities and Exchange Commission (the “Commission”) as an exhibit to ATK’s Schedule TO for the Repurchase. Holders of Notes should read the Company Repurchase Notice because it contains important information including various terms and conditions of the Repurchase.

ATK intends to fund the repurchase and/or redemption of the Notes using cash on hand and, if necessary, borrowings under its existing revolving credit facility.

Any questions or requests for assistance or copies of the Company Repurchase Notice or other materials may be directed to Wayde Heirigs at Alliant Techsystems Inc. at (952) 351-3016.

This press release is for informational purposes only and is not an offer to sell or purchase or the solicitation of an offer to sell or purchase any securities. The Repurchase is only being made pursuant to the terms of the Company Repurchase Notice that ATK will distribute to the holders of Notes after this document is filed with the Commission as an exhibit to ATK’s Schedule TO for the Repurchase. The Redemption is only being made pursuant to the terms of the Notice of Redemption that the trustee for the Notes will distribute to the holders of Notes. Neither the Repurchase nor the Redemption is being made in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, “blue sky” or other laws of such jurisdiction.

ATK is an aerospace, defense, and commercial products company with operations in 22 states, Puerto Rico, and internationally. News and information can be found on the Internet at www.atk.com, on Facebook at www.facebook.com/atk, or on Twitter @ATK.

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