By Paul Deckelman
New York, May 1 – PriSo Acquisition Corp. – which does business as PrimeSource Building Products – priced a downsized $200 million issue of eight-year senior notes (Caa1/CCC+) at par to yield 9%, high yield syndicate sources said on Friday.
The pricing took place right at the 9% price talk level seen in the capital markets on Thursday and Friday.
The deal got done after the company had reduced the size of its senior notes issue from the original $230 million, shifting the other $30 million to the company’s concurrent pending term loan deal.
Deutsche Bank Securities Inc., BMO Capital Markets Corp., Credit Suisse Securities (USA) LLC, Goldman Sachs & Co. and Nomura Securities International, Inc. were the bookrunners for the Rule 144A and Regulation S for life offering.
The notes become callable after three years at par plus 50% of the coupon and feature a three-year 40% equity clawback and a 101% poison put.
Proceeds will be used to help fund the leveraged buyout of PrimeSource, a Dallas-based building products distributor, by Platinum Equity LLC, a Beverly Hills, Calif.-based private equity company.
The bonds – which were marketed to investors via a roadshow process that began on Monday – were pricing in conjunction with the now $355 million term loan. The bank financing also includes a $300 million asset-based revolving credit facility.
| Issuer: | PriSo Acquisition Corp. (PrimeSource Building Products)
|
| Amount: | $200 million, downsized from $230 million
|
| Maturity: | May 15, 2023
|
| Securities: | Senior notes
|
| Bookrunners: | Deutsche Bank Securities Inc., BMO Capital Markets Corp., Credit Suisse Securities (USA) LLC, Goldman Sachs & Co. and Nomura Securities International, Inc.
|
| Coupon | 9%
|
| Price: | Par
|
| Yield: | 9%
|
| Spread: | 709 bps
|
| Call protection: | Callable starting May 15, 2018 at 104.5, from May 15, 2019 at 102.25, from May 15, 2020 at par
|
| Equity clawback: For up to 40% until May 15, 2018 at 109
|
| Change of control | 101% put
|
| Trade date: | May 1
|
| Settlement date: | May 8 (T+5)
|
| Ratings: | Moody’s: Caa1
|
| Standard & Poor’s: CCC+
|
| Distribution: | Rule 144A/Regulation S with no registration rights
|
| Price talk: | 9%
|
| Marketing: | Roadshow
|
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