424B5

Offering supplement

✓ VerifiedHEICO launched a two-tranche offering of senior unsecured notes, with net proceeds to pay down borrowings on its Existing Credit Facility.

Summary

  • HEICO Corporation filed a preliminary prospectus supplement dated July 13, 2026 to offer two series of senior unsecured notes with pricing terms, principal amounts, coupons, and maturities left blank.
  • The notes will be senior unsecured obligations ranking equally with existing and future senior unsecured indebtedness and effectively subordinated to secured debt.
  • As of April 30, 2026, before this offering, HEICO had approximately $2,587.3 million aggregate principal amount of indebtedness, none of which is secured.
  • HEICO intends to use the net proceeds to pay down borrowings outstanding on its Existing Credit Facility.
  • If a Change of Control Triggering Event occurs, holders may require repurchase at 101% of principal plus accrued interest.
  • The joint book-running managers are Truist Securities, BofA Securities, PNC Capital Markets LLC, and Wells Fargo Securities, with Truist Bank as trustee.
Existing indebtedness
$2,587.3 million
From the filing for Existing indebtedness
we had approximately $2,587.3 million aggregate principal amount of indebtedness, none of which is secured indebtedness
Use of proceeds
pay down Existing Credit Facility
From the filing for Use of proceeds
We intend to use the net proceeds from the sale of the notes to pay down borrowings outstanding on our Existing Credit Facility.
Change of control repurchase
101%
From the filing for Change of control repurchase
We will be required to offer payment in cash equal to 101% of the aggregate principal amount of notes repurchased
Trustee
Truist Bank
From the filing for Trustee
Trustee Truist Bank
Fiscal 2025 net sales
$4,485.0 million
From the filing for Fiscal 2025 net sales
our net sales from continuing operations have grown from $26.2 million in fiscal 1990 to $4,485.0 million in fiscal 2025
Fiscal 2025 net income
$690.4 million
From the filing for Fiscal 2025 net income
we improved our net income from $2.0 million to $690.4 million
Governing law
State of New York
From the filing for Governing law
Governing Law State of New York
Filing date
July 13, 2026
From the filing for Filing date
Subject to Completion, dated July 13, 2026

HEICO is raising new senior unsecured debt to refinance revolving credit borrowings, restructuring its debt maturity profile. The notes are unrated in this text and are not initially guaranteed by subsidiaries.

Filed
Jul 13, 2026
Accepted
2026-07-13 13:24Z
Accession no.
0001213900-26-077390
Size
697 KB