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SAIC Announces Proposed Offering of $400 Million in Senior Notes

The proposed refinancing would replace notes due 2028 with notes due 2034, with redemption dependent on completing the offering.

(Neutral)

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Tags
debt offering offering

Science Applications International (NASDAQ: SAIC) plans to offer $400 million in senior notes to refinance outstanding debt, subject to market and other conditions.

The proposed notes mature in 2034. SAIC intends to use the net proceeds, together with cash on hand, to redeem all outstanding 4.875% senior notes due 2028 and pay estimated offering fees and expenses. That redemption depends on completion of the offering. Existing and future domestic subsidiaries that guarantee SAIC’s credit agreement obligations and certain other debt will guarantee the new notes on a senior unsecured basis.

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1 point · 0 major

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

0 major · 3 points

Hollow bars mark forward-looking points. How the balance works

Positive

  • Moderate point. Forward-looking: it has not happened yet and may not happen.Proposed $400 million offering would fund redemption of outstanding 4.875% notes due 2028, alongside cash on hand. 6.3% of market cap

Negative

  • Moderate point. Forward-looking: it has not happened yet and may not happen.Proposed $400 million senior notes due 2034 would carry senior unsecured guarantees from qualifying domestic subsidiaries. 6.3% of market cap
  • Minor point. Forward-looking: it has not happened yet and may not happen.Redemption of the 2028 notes depends on completion of the offering, subject to market and other conditions.
  • Minor point. Forward-looking: it has not happened yet and may not happen.Offering fees and expenses would also be paid using net proceeds and cash on hand.

Key Figures

Proposed note principal: $400 million New notes maturity: 2034 Existing note rate: 4.875% +1 more
Proposed note principal
$400 million
Aggregate principal amount of the proposed senior notes
New notes maturity
2034
Proposed senior notes due 2034
Existing note rate
4.875%
Outstanding 2028 Notes SAIC intends to redeem
Existing notes maturity
2028
Maturity year of the notes SAIC intends to redeem

Key Terms

senior unsecured, qualified institutional buyers, rule 144a, regulation s
4 terms
senior unsecured financial
"guaranteed on a senior unsecured basis"
Senior unsecured is a type of loan or bond that has priority over other unsecured obligations for repayment if a company runs into financial trouble, but it is not backed by specific assets as collateral. Think of it as being near the front of a line to get paid, but without a pledged item to seize if the borrower defaults; that higher repayment priority typically makes it less risky than subordinated debt but more risky than secured debt, which influences the interest rate investors demand.
qualified institutional buyers regulatory
"to persons reasonably believed to be “qualified institutional buyers”"
Qualified institutional buyers are large organizations, like big investment firms or banks, that are allowed to buy certain types of investment opportunities not available to everyday investors. Their size and experience matter because it ensures they understand and can handle complex financial deals, making markets more efficient and secure.
rule 144a regulatory
"the exemption from registration set forth in Rule 144A"
Rule 144A is a regulation that makes it easier for companies to sell private bonds to large investors without going through all the usual rules that apply to public sales. It matters because it helps companies raise money more quickly and privately, often attracting big investors looking for special deals.
regulation s regulatory
"the exemption from registration set forth in Regulation S"
Regulation S is a set of rules that allows companies to sell securities (like shares or bonds) to investors outside the United States without having to follow all U.S. securities laws. It matters because it makes it easier for companies to raise money from international investors while still complying with U.S. regulations.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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RESTON, Va., Nov. 02, 2026 (GLOBE NEWSWIRE) -- Science Applications International Corp. (NASDAQ: SAIC) a leading mission integrator supporting defense, space, intelligence, and civilian agencies, announced today that it intends to commence an offering of $400 million aggregate principal amount of senior notes due 2034 (the “Notes”), subject to market and certain other conditions (the “Offering”). The Notes will be guaranteed on a senior unsecured basis by each of SAIC’s existing and future domestic subsidiaries that guarantee SAIC’s obligations under its credit agreement and certain other indebtedness, including its 5.875% Senior Notes due 2033.

SAIC intends to use the net proceeds from the Offering, together with cash on hand, to redeem all of its outstanding 4.875% Senior Notes due 2028 (the “2028 Notes”) and to pay estimated fees and expenses of the Offering. The redemption of the 2028 Notes will be conditioned upon the consummation of the Offering. This press release does not constitute a notice of redemption with respect to the 2028 Notes.

The Notes and the related guarantees are being offered and sold to persons reasonably believed to be “qualified institutional buyers” in reliance on the exemption from registration set forth in Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to non-U.S. persons outside the United States in reliance on the exemption from registration set forth in Regulation S under the Securities Act. The Notes and the related guarantees have not been registered for sale under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state laws.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy the Notes or any other securities, and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. Any offers of the Notes will be made only by means of a private offering memorandum. The Notes being offered have not been approved or disapproved by any regulatory authority, nor has any such authority passed upon the accuracy or adequacy of the applicable private offering memorandum.

About SAIC
SAIC® is a premier mission integrator focused on advancing the power of technology and innovation to serve and protect our world. Our robust portfolio of offerings across the defense, space, intelligence, and civilian markets includes secure high-end solutions in mission IT, enterprise IT, engineering services, and professional services. We integrate emerging technology, rapidly and securely, into mission critical operations that modernize and enable critical national imperatives.

We are approximately 23,000 strong; driven by mission, united by purpose, and inspired by opportunities. Headquartered in Reston, Virginia, SAIC has annual revenues of approximately $7.3 billion. For more information, visit saic.com. For ongoing news, please visit our newsroom.

Forward-Looking Statements
Certain statements in this release contain or are based on “forward-looking” information within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by words such as “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “guidance,” and similar words or phrases. Forward-looking statements in this release may include, among others, statements relating to the Offering, our ability to complete the Offering, the anticipated use of net proceeds therefrom, and the redemption of the 2028 Notes. Such statements are not guarantees of future performance and involve risk, uncertainties and assumptions, and actual results may differ materially from the guidance and other forward-looking statements made in this release as a result of various factors. Risks, uncertainties and assumptions that could cause or contribute to these material differences include those discussed in the “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Legal Proceedings” sections of our Annual Report on Form 10-K, as updated in any subsequent Quarterly Reports on Form 10-Q and other filings with the Securities and Exchange Commission (the “SEC”), which may be viewed or obtained through the Investor Relations section of our website or on the SEC’s website. Due to such risks, uncertainties and assumptions you are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date hereof. SAIC expressly disclaims any duty to update any forward-looking statement provided in this release to reflect subsequent events, actual results or changes in SAIC’s expectations. SAIC also disclaims any duty to comment upon or correct information that may be contained in reports published by investment analysts or others.

Media Contact
Caralyn Duke
Senior Manager, Media Relations
publicrelations@saic.com

Investor Relations Contact
Jon Raviv
VP, Investor Relations
investorrelations@saic.com


FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much debt does SAIC plan to offer, and when will it mature?

SAIC plans to offer $400 million aggregate principal amount of senior notes due 2034, subject to market and other conditions.

Who can buy SAIC’s proposed senior notes due 2034?

The notes are being offered to persons reasonably believed to be qualified institutional buyers under Rule 144A and to non-U.S. persons outside the United States under Regulation S. The notes and related guarantees have not been registered under the Securities Act or state securities laws.

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