B/E Aerospace Announces Closing Of Senior Notes Offering

B/E Aerospace (Nasdaq: BEAV) (the “Company”), announced today the successful closing of its public offering of $800.0 million aggregate principal amount of its 5.25% senior notes due 2022, priced to yield 4.934%. The size of the offering was increased from the previously announced $675.0 million to $800.0 million. The senior notes were issued at an offering price of 102.00%, plus accrued and unpaid interest from March 13, 2012. The senior notes were offered pursuant to a prospectus supplement and an accompanying prospectus filed by the Company as part of a shelf registration statement filed with the Securities and Exchange Commission (the “SEC”).

The senior notes are an additional issuance of, are fully fungible with, rank equally with, and form a single series with the Company’s $500.0 million 5.25% Senior Notes due 2022 issued on March 13, 2012, and have the same CUSIP number.

The Company intends to use the net proceeds of the offering to fund the consideration in its concurrent tender offer and consent solicitation for any and all of its outstanding 8.50% Senior Notes due 2018, including the payment of accrued interest and any applicable consent payment. The Company intends to use the remaining net proceeds from this offering for other general corporate purposes, including potential acquisitions.

J.P. Morgan Securities LLC, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Goldman, Sachs & Co. and UBS Securities LLC are acting as joint book-running managers and RBC Capital Markets, LLC and Wells Fargo Securities, LLC are acting as co-managers for the offering.

This news release does not constitute an offer to sell, or a solicitation of an offer to buy, the notes described herein, nor shall there be any sale of these notes in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities law of any such jurisdiction.

The offering is being made by means of a prospectus and the related prospectus supplement only. Copies of the prospectus and the related preliminary prospectus supplement can be obtained from J.P. Morgan Securities LLC, 383 Madison Avenue, New York, New York 10179, attention: High Yield Syndicate, (800) 245-8812, HY_syndicate@jpmorgan.com, Citigroup Global Markets Inc., Brooklyn Army Terminal, 140 58th Street, 8th floor, Brooklyn, New York 11220, (877) 858-5407, Credit Suisse Securities (USA) LLC, Attention: Prospectus Department, One Madison Avenue, New York, New York 10010, (800) 221-1037, Goldman, Sachs & Co., Prospectus Department, 200 West Street, New York, New York 10282, telephone (866) 471-2526, facsimile (212) 902-9316, prospectus-ny@ny.email.gs.com, and UBS Securities LLC, Attention: Prospectus Department, 299 Park Avenue, New York, New York 10171, (877) 827-6444, ext. 561 3884.

This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements involve risks and uncertainties. The Company’s actual experience and results may differ materially from the experience and results anticipated in such statements. Factors that might cause such a difference include those discussed in the Company’s filings with the SEC, which include the Registration Statement, prospectus and preliminary prospectus supplement related to this offering and its Proxy Statement, Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. For more information, see the section entitled "Forward-Looking Statements" contained in the Company’s Annual Report on Form 10-K and in other filings. The forward-looking statements included in this news release are made only as of the date of this news release and, except as required by federal securities laws, the Company undertakes no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

About B/E Aerospace

B/E Aerospace is the world’s leading manufacturer of aircraft cabin interior products and the world’s leading distributor of aerospace fasteners and consumables. B/E Aerospace designs, develops and manufactures a broad range of products for both commercial aircraft and business jets. B/E Aerospace manufactured products include aircraft cabin seating, lighting, oxygen, and food and beverage preparation and storage equipment. The Company also provides cabin interior design, reconfiguration and passenger-to-freighter conversion services. Products for the existing aircraft fleet – the aftermarket – generate approximately 50 percent of sales. B/E Aerospace sells and supports its products through its own global direct sales and product support organization.

Copyright Business Wire 2010

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