GenCorp Announces Proposed Offering of Second-Priority Senior Secured Notes due 2021

 GenCorp Announces Proposed Offering of Second-Priority Senior Secured Notes
                                   due 2021

PR Newswire

SACRAMENTO, Calif., Jan. 14, 2013

SACRAMENTO, Calif., Jan. 14, 2013 /PRNewswire/ --GenCorp Inc. (NYSE: GY)
("GenCorp") announced today that it intends to offer, subject to market and
other conditions, $460.0 million aggregate principal amount of Second-Priority
Senior Secured Notes due 2021 (the "Notes") in a private placement.The Notes
are being offered only to qualified institutional buyers pursuant to Rule 144A
under the Securities Act of 1933, as amended (the "Securities Act").


GenCorp intends to use the net proceeds of the Notes offering to fund, in
part, the proposed acquisition of United Technologies Corporation's Pratt &
Whitney Rocketdyne business (the "Acquisition") announced on July 23, 2012,
and to pay related fees and expenses.

The gross proceeds from the Notes offering will be deposited into escrow
pending the consummation of the proposed Acquisition.If the Acquisition is
not consummated on or prior to July 21, 2013 (subject to a one-month extension
upon satisfaction of certain conditions) or upon the occurrence of certain
other events, GenCorp will be required to redeem the Notes at a price equal to
100% of the issue price of the Notes, plus accrued and unpaid interest, if
any, to, but not including the date of redemption.

This press release does not constitute an offer to sell or the solicitation of
an offer to buy the Notes. Any offers of the Notes will be made only by means
of a private offering memorandum. The Notes have not been registered under the
Securities Act or the securities laws of any other jurisdiction, and may not
be offered or sold in the United States absent registration or an applicable
exemption from registration requirements.

Contact information:
Investors: Kathy Redd, chief financial officer 916.355.2361
Media: Glenn Mahone, vice president, communications 202.302.9941

SOURCE GenCorp Inc.
Press spacebar to pause and continue. Press esc to stop.