BWX Technologies Announces Proposed $400.0 Million Senior Notes Offering

LYNCHBURG, Va.–(BUSINESS WIRE)–BWX Technologies, Inc. (NYSE:BWXT) (ÔÇ£BWXTÔÇØ) announced today that it
plans to offer up to $400.0 million aggregate principal amount of senior
notes due 2026 (the ÔÇ£NotesÔÇØ) in a private transaction exempt from the
registration requirements of the Securities Act of 1933, as amended (the
ÔÇ£ActÔÇØ). The Notes will be guaranteed by each of BWXTÔÇÖs present and
future direct and indirect wholly owned domestic subsidiaries that is a
guarantor under the New Credit Facility (as defined below).

Additionally, in connection with the Notes offering, BWXT intends to
enter into an $800.0 million senior secured credit agreement that
includes a $500.0 million revolving credit facility due 2023 (the ÔÇ£New
Revolving Credit FacilityÔÇØ), a $50.0 million senior secured term loan A
due 2023 (the ÔÇ£New USD Term LoanÔÇØ) and a $250.0 million (U.S. dollar
equivalent) Canadian dollar senior secured term loan A due 2023 (the
ÔÇ£New CAD Term LoanÔÇØ and, together with the New Revolving Credit Facility
and New USD Term Loan, the ÔÇ£New Credit FacilityÔÇØ). BWXT intends to use
the net proceeds from the offering of the Notes, together with
borrowings under the New Credit Facility, (1) to repay in full all
indebtedness outstanding under its existing senior secured credit
agreement consisting of (a) a $400.0 million revolving credit
facility, (b) a $300.0 million term loan facility, (c) a $137.5 million
(U.S. dollar equivalent) Canadian dollar term loan facility and (d) a
$112.5 million term loan facility, (2) to pay all related fees and
expenses, and (3) for general corporate purposes. There can be no
assurance that the offering of the Notes and the entry into the New
Credit Facility will be completed.

The Notes and the related guarantees have not been registered under the
Act or the securities laws of any other place and may not be offered or
sold in the United States absent registration or an applicable
exemption. The Notes will be offered only to persons reasonably believed
to be qualified institutional buyers under Rule 144A and to persons
outside the United States under Regulation S.

This press release is neither an offer to sell nor a solicitation of an
offer to buy any securities, nor shall there be any offer, solicitation
or sale of the Notes in any jurisdiction in which such offer,
solicitation or sale would be unlawful. This press release is being
issued pursuant to and in accordance with Rule 135c under the Act.

Forward-Looking Statements

BWXT cautions that this press release contains forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995, including without limitation, statements regarding
the anticipated offering of the Notes, the potential entry into the New
Credit Facility, the repayment of the existing borrowings under the
senior secured credit agreement and the other expected use of proceeds.
These forward-looking statements are based on managementÔÇÖs current
expectations and involve a number of risks and uncertainties, including,
among other things, material adverse changes in economic or industry
conditions generally, market demand for the Notes, and the ability to
obtain financing on attractive terms. If one or more of these or other
risks materialize, actual results may vary materially from those
expected. For a more complete discussion of other risk factors, see
BWXTÔÇÖs filings with the Securities and Exchange Commission, including
its Annual Report on Form 10-K for the year ended December 31, 2017 and
subsequent Quarterly Reports on Form 10-Q. BWXT cautions not to place
undue reliance on these forward-looking statements, which speak only as
of the date of this release, and undertakes no obligation to update or
revise any forward-looking statement, except to the extent required by
applicable law.

About BWXT

Headquartered in Lynchburg, Va., BWX Technologies, Inc. (NYSE:BWXT) is a
leading supplier of nuclear components and fuel to the U.S. government;
provides technical and management services to support the U.S.
government in the operation of complex facilities and environmental
remediation activities; and supplies precision manufactured components,
services and fuel for the commercial nuclear power industry. With
approximately 6,100 employees, BWXT has nine major operating sites in
the U.S. and Canada. In addition, BWXT joint ventures provide management
and operations at more than a dozen U.S. Department of Energy and two
NASA facilities.

Contacts

Investor:
Alan Nethery, (980) 365-4300
Vice President
and Chief Investor Relations Officer
[email protected]
or
Media:
Jud
Simmons, (434) 522-6462
Director, Media & Public Relations
[email protected]