HUNTINGTON INGALLS INDUSTRIES ANNOUNCES PROPOSED OFFERING OF SENIOR NOTES DUE 2025

NEWPORT NEWS, Va., Nov. 02, 2015 -- Huntington Ingalls Industries, Inc. (NYSE:HII) (“HII” or the “Company”) announced today an offering by HII of $600 million aggregate principal amount of Senior Notes due 2025 (the “Notes”).

The Notes will be general unsecured obligations, ranking equally in right of payment with all existing and future unsecured senior indebtedness of the Company and the subsidiary guarantors of the Notes and senior in right of payment to any of the Company’s and the subsidiary guarantors’ future subordinated indebtedness.

The Company also launched today a cash tender offer and consent solicitation with respect to the Company’s outstanding 7.125% Senior Notes due 2021 (the “2021 Notes”). The Company intends to use the net proceeds from the sale of the Notes and cash on hand to pay the consideration for the tender offer and consent solicitation, plus fees and expenses, and, if all 2021 Notes are not tendered pursuant to the tender offer, to fund the redemption of all 2021 Notes that remain outstanding after the completion of the tender offer and consent solicitation. Any remaining proceeds will be used for general corporate purposes.

The Notes will be offered in the United States to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States pursuant to Regulation S under the Securities Act. The Notes have not been and will not be registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This notice is being issued pursuant to and in accordance with Rule 135c under the Securities Act.
This press release is neither an offer to sell nor the solicitation of an offer to buy the Notes or any other securities, and there shall not be any offer to sell, solicitation of an offer to buy or sale of Notes in any jurisdiction in which, or to any person to whom, such an offer, solicitation or sale is unlawful. Any offers of the Notes will be made only by means of an offering memorandum.