TAT Technologies Announces Launch of Public Offering of Ordinary Shares and Secondary Offering by Selling Shareholders

Rhea-AI Summary

TAT Technologies (NASDAQ: TATT), a provider of aerospace and defense products, has announced a public offering of ordinary shares. The offering consists of 1,625,000 ordinary shares from TAT and 2,525,000 ordinary shares from FIMI Opportunity V selling shareholders. Additionally, underwriters may purchase up to 242,298 additional shares from TAT and 380,202 shares from the selling shareholders.

The company plans to use the proceeds for general corporate purposes, including working capital and capital expenditures. Stifel, Nicolaus & Company and Truist Securities are acting as joint book-running managers, with The Benchmark Company and Lake Street Capital Markets as passive book-running managers.

Positive

• Company will raise capital for working capital and capital expenditures
• Registration statement already declared effective by SEC on April 25, 2025

Negative

• Significant share dilution with total of 4,150,000 new shares being offered
• Additional potential dilution from 622,500 shares in underwriters' option
• Company receives no proceeds from the 2,525,000 shares sold by selling shareholders

Insights

Capital Markets Specialist

TAT Technologies announced a share offering that will dilute existing shareholders while raising capital for operations and allowing major investors to reduce their stake.

TAT Technologies has launched a significant public offering involving 1,625,000 new ordinary shares from the company alongside 2,525,000 existing shares from major shareholders FIMI Opportunity funds. The underwriters also have options to purchase additional shares from both the company and selling shareholders.

This dual-purpose offering accomplishes two strategic objectives. First, it provides TAT with fresh capital for general corporate purposes, specifically working capital and capital expenditures, which suggests the company needs funding to support ongoing operations and growth initiatives in its aerospace and defense business. Second, it enables the FIMI funds to reduce their position, potentially signaling their investment timeline is maturing.

The offering structure is particularly notable - the selling shareholders are divesting more shares (61% of the base offering) than the company is issuing (39%). This imbalance typically raises questions about insider confidence, though it may simply reflect portfolio rebalancing by the FIMI funds.

For existing shareholders, this offering represents dilution of their ownership percentage. The impact depends on TAT's current shares outstanding, which isn't specified in the release. The engagement of multiple underwriters (Stifel and Truist as joint book-runners, with Benchmark and Lake Street as passive book-runners) suggests a coordinated distribution strategy to absorb the combined 4.15 million shares potentially entering the market.

This offering follows a recent shelf registration declared effective on April 25, 2025, indicating TAT had been preparing for this capital raise. The cautionary language that "there can be no assurance as to whether, or when, the offering may be completed" is standard but highlights execution risk before the capital is secured.

NETANYA, Israel, May 28, 2025 /PRNewswire/ -- TAT Technologies Ltd. (Nasdaq: TATT) (TASE: TATT) ("TAT" or the "Company"), a leading provider of products and services to the commercial and military aerospace and ground defense industries, announced today that it has commenced an underwritten public offering of ordinary shares. 1,625,000 ordinary shares are being offered by TAT and 2,525,000 ordinary shares are being offered by FIMI Opportunity V, L.P. and FIMI Israel Opportunity Five, Limited Partnership (the "Selling Shareholders"). TAT and the Selling Shareholders intend to grant the underwriters an option to purchase up to an additional 242,298 and 380,202 ordinary shares, respectively, at the public offering price less the underwriting discount and commissions.

TAT intends to use the net proceeds that it will receive from the offering for general corporate purposes, including working capital and capital expenditures. TAT will not receive any proceeds from the sale of ordinary shares being offered by the Selling Shareholders.

The offering is subject to market and other conditions, and there can be no assurance as to whether, or when, the offering may be completed or as to the actual size or terms of the offering.

Stifel, Nicolaus & Company, Incorporated and Truist Securities, Inc. are acting joint book-running managers of this offering. The Benchmark Company, LLC and Lake Street Capital Markets, LLC are acting as passive book-running managers.

A registration statement on Form F-3 (File No. 333-286699) relating to the ordinary shares to be sold in the proposed offering has been filed with the U.S. Securities and Exchange Commission (the "SEC") and was declared effective on April 25, 2025. The offering will be made only by means of a prospectus. A copy of the preliminary prospectus supplement and the accompanying prospectus relating to this offering may be obtained for free by visiting EDGAR on the SEC's website at www.sec.gov. Alternatively, a copy of the preliminary prospectus supplement and the accompanying prospectus relating to this offering may be obtained from: Stifel, Nicolaus & Company, Incorporated, Attention: Syndicate, One Montgomery Street, Suite 3700, San Francisco, CA 94104, by telephone at (415) 364-2720 or by email at syndprospectus@stifel.com; or Truist Securities, Inc., Attention: Equity Capital Markets, 3333 Peachtree Road NE, 9th Floor, Atlanta, GA 30326 at (800) 685-4786 or by email to truistsecurities.prospectus@truist.com.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About TAT Technologies Ltd.

TAT is a leading provider of solutions and services to the aerospace and defense industries. TAT operates four operational units: (i) original equipment manufacturing ("OEM") of heat transfer solutions and aviation accessories through its Kiryat Gat facility (TAT Israel); (ii) maintenance repair and overhaul ("MRO") services for heat transfer components and OEM of heat transfer solutions through its subsidiary, Limco Airepair Inc.; (iii) MRO services for aviation components through its subsidiary, Piedmont Aviation Component Services LLC (mainly Auxiliary Power Units and landing gear); and (iv) overhaul and coating of jet engine components through its subsidiary, Turbochrome Ltd.

Forward Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements generally relate to future events or our future financial or operating performance. Forward-looking statements in this press release include, but are not limited to, statements related to our expectations regarding the issuance and sale of the shares by the Company, the sale of the shares by the Selling Shareholders, the grant by the Company and/or the Selling Shareholders to the underwriters of an option to purchase up to an additional 242,298 and 380,202 ordinary shares, respectively, and the Company's intended use of the proceeds from the sale of the shares. Our expectations and beliefs regarding these matters may not materialize, and actual results or events in the future are subject to risks and uncertainties that could cause actual results or events to differ materially from those projected, including, without limitation, as a result of the war and hostilities between Israel and Hamas, Hezbollah, Iran and the Houthi movement in Yemen. The forward-looking statements contained in this press release are subject to other risks and uncertainties, including those more fully described in our filings with the SEC, including our Annual Report on Form 20-F filed with the SEC on March 26, 2025. The forward-looking statements in this press release are based on information available to the Company as of the date hereof, and the Company disclaims any obligation to update any forward-looking statements, except as required by law.

Contact: 
Eran Yunger
Director IR
Tel : +1-980-451-1115
Erany@tat-technologies.com

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SOURCE TAT Technologies Ltd.

FAQ

How many shares is TAT Technologies (TATT) offering in its public offering?

TAT Technologies is offering 1,625,000 ordinary shares directly, while selling shareholders are offering 2,525,000 shares, for a total of 4,150,000 shares. Additionally, underwriters have an option for 622,500 more shares.

What will TAT Technologies use the proceeds from the share offering for?

TAT Technologies plans to use the net proceeds for general corporate purposes, including working capital and capital expenditures.

Who are the underwriters for TAT Technologies' public offering?

Stifel, Nicolaus & Company and Truist Securities are the joint book-running managers, while The Benchmark Company and Lake Street Capital Markets are acting as passive book-running managers.

Will TAT Technologies receive proceeds from all shares in the offering?

No, TAT will only receive proceeds from its 1,625,000 shares being offered. The company will not receive any proceeds from the 2,525,000 shares being sold by the selling shareholders.