High Yield Calendar: $790 million in the market

April 17 Week

KEVLAR SPA (KEDRION BIOPHARMA): $790 million senior secured notes due Sept. 1, 2029 (B3/B); Rule 144A and Regulation S; callable Sept. 1, 2025 at 103.25 (special call allows issuer to redeem 10% of notes annually at 103 during non-call period); to repay bridge loan incurred when Premira and Kedrion merged Kedrion and Bio Products Laboratory in January 2022; Morgan Stanley (global coordinator, physical books), Credit Agricole, UniCredit, Natixis, BNP Paribas, Intesa (joint books); Kedrion is a Tuscany, Italy-based pharmaceutical company; started April 17; pricing later in April 17 week; price talk 6½% coupon at 84 to yield 9.966% (initial talk 6½% coupon at 84 to yield approximately 10%), also covenant changes; pricing Friday.

ALLWYN ENTERTAINMENT FINANCING (UK) PLC: €1.3 billion equivalent senior secured notes (expected rating BB/BB-): Euro-denominated fixed-rate notes due 2030 callable after three years at par plus 50% of coupon, initial price talk 7½% area (earlier guidance mid-to-high 7% area), euro-denominated floating-rate notes due 2029 callable after one year at par, initial price talk Euribor plus 425 bps at OID 98.5 to 99 (earlier guidance Euribor plus mid-400 bps area with 1 to 1½ points OID), dollar-denominated six-year fixed-rate notes callable after 2.5 years at par plus 50% of coupon, initial price talk 8% area (earlier guidance low-to-mid 8% area); Rule 144A and Regulation S; to redeem the 2024 senior secured notes, to repay the Apollo preference shares issued by Allwyn AG, to repay drawings under the revolver and for general corporate purposes; European national lottery operator based in London; BNP Paribas, Goldman Sachs Bank Europe SE (global coordinators and physical bookrunners for euro-denominated notes, Goldman is global coordinator and physical bookrunner for dollar-denominated notes, and will bill and deliver for all tranches), Citigroup, Deutsche Bank, Erste Group, HSBC, ING, JPMorgan, Morgan Stanley, RBI, SG, UniCredit (joint books); pricing Friday.

TVL FINANCE PLC (TRAVELODGE HOTELS LTD.): £550 million equivalent senior secured notes due 2028: Sterling-denominated fixed-rate notes with two years of call protection, initial talk 10¾% to 11%, and euro-denominated floating-rate notes with one year of call protection, initial talk Euribor plus 550 bps at 96-97, tranche sizes to be determined; Rule 144A and Regulation S; proceeds plus cash on hand to redeem all senior secured fixed- and floating-rate notes and to pay down capitalized interest on certain subordinated shareholder loans; Thame, England-based hotel and hospitality company; Goldman Sachs and Barclays; pricing Friday.

On The Horizon

ACURIS FINANCE US, INC. and ACURIS FINANCE SARL, doing business as ION ANALYTICS: $850 million equivalent eight-year senior secured notes (expected ratings B2/B) in tranches of dollar-denominated notes, price talk 6% area (initial talk low-to-mid 6% area), and euro-denominated notes, price talk 4¾% area (initial talk mid-to-high 4% area) tranche sizes to be determined (expected $500 million and $350 million equivalent euro); UBS (left books), BNP Paribas (joint books); Rule 144A and Regulation S for life; notes in both tranches callable after two years at par plus 50% of respective coupons; to refinance debt incurred in the Backstop acquisition, to fund a dividend for repurchase of shares from certain minority shareholders in one or more parent companies, to partially prepay amounts drawn under the credit facility and for general corporate purposes; London-based market analytics and data provider (delayed as of Jan. 28, 2022).

DIVERSEY HOLDINGS LTD.: Debt financing for the buyout of Diversey by Solenis in a transaction valued at about $4.6 billion, expected to close during second half of 2023; Diversey is a Fort Mill, S.C.-based hygiene products supplier; Solenis, a Platinum Equity portfolio company, is Wilmington, Del.-based manufacturer of specialty chemicals; debt financing commitment from BofA and Goldman Sachs; information disclosed in an 8-K filed March 8.

MONEYGRAM INTERNATIONAL INC.: $500 million unsecured bridge loan and $800 million senior secured credit facilities, debt commitment from Goldman Sachs, Deutsche Bank and Barclays; proceeds plus $810 million equity to fund the buyout of MoneyGram, a Dallas-based digital P2P payments company, by Madison Dearborn Partners LLC; disclosed in 8-K filed with the SEC on Feb. 16, 2022.

PEGASUS MERGER CO. (TENNECO INC.): $1 billion six-year senior secured notes; BofA (lead left); three-year call protection; help fund acquisition of Tenneco by Apollo (enterprise value approximately $7.1 billion); Lake Forest, Ill.-based aftermarket auto components supplier; deal ran an early November roadshow.

SOTERA HEALTH CO.: Incremental secured debt (bank or capital markets) to fund a significant portion of an agreement reached by its subsidiary, Sterigenics, to settle the more than 870 ethylene oxide cases ($408 million) pending against it in the Circuit Court of Cook County, Ill., and U.S. District Court for the Northern District of Illinois; pending settlements proceeds could be used to secure collateral needed for an appeal of the adverse judgment in the ethylene oxide litigation; Sotera is a Broadview Heights, Ohio-based provider of sterilization testing and services; Sterigenics provides outsourced sterilization and irradiation services; financing to be undertaken during first half of 2023; disclosed in 8-K document filed Jan. 10 with SEC.

TWITTER INC. (X HOLDINGS): $3 billion one-year senior secured bridge loan and $3 billion at SOFR plus 675 bps, 0% floor, 50 bps step-ups every three months up to a specified cap, and $3 billion one-year senior unsecured bridge loan at SOFR plus 1,000 bps, 0% floor, 50 bps step-ups every three months up to a specified cap, expected to be replaced with $3 billion senior secured notes and $3 billion senior unsecured notes; proceeds plus $7 billion credit facilities to help fund acquisition of Twitter by an entity wholly owned by Elon Musk; San Francisco-based online social networking service.

VIASAT INC.: $1.6 billion senior notes (assumed pricing 5½%), also $700 million term loan; debt commitment from BofA, JPMorgan, Barclays, Credit Suisse; proceeds to support the acquisition of Inmarsat, expected to close during second half of 2022; Carlsbad, Calif.-based Viasat and London-based Inmarsat are satellite telecommunications companies.

VISTRA CORP. via VISTRA OPERATIONS: $2.6 billion senior secured, senior unsecured and term loan debt to help fund its acquisition of Energy Harbor Corp. for $3 billion cash and 15% equity interest in Vistra Vision, expected to close in second half of 2023; acquisition financing also includes $600 million of Vistra balance sheet cash and $430 million of rollover Energy Harbor net debt; Vistra is an Irving, Tex.-based retail electricity and power generation company; Vistra Vision is an Irving, Tex.-based zero-carbon generation company; Citi is exclusive financial adviser to Vistra, Goldman Sachs and RBC are financial advisers to Energy Harbor; information disclosed in March 6 company presentation.

Bridge Loans

CACTUS WELLHEAD LLC: $375 million 364-day senior secured bridge loan with three-month extension option to be replaced by debt and/or equity; debt commitment from JPMorgan; to support acquisition of FlexSteel Technologies Holdings Inc. for approximately $621 million, expected to close in early 2023; other funds to come from cash on hand; Cactus is a Houston-based manufacturer of wellhead and pressure control equipment. FlexSteel manufactures spoolable pipe technologies used during production phases of a well’s lifecycle; details disclosed in 8-K filed Jan. 3 with SEC.

SEMTECH CORP.: $1.151 billion 364-day bridge loan to help fund its acquisition of Sierra Wireless Inc., enterprise value approximately $1.2 billion, expected to close in Semtech’s fiscal year 2023; commitment from JPMorgan; Semtech is a Camarillo, Calif.-based supplier of semiconductors and advanced algorithms; Sierra Wireless is a British Columbia-based Internet of Things solutions provider; disclosed in 8-K filed with SEC on Aug. 3.

SOLENIS: $2 billion senior secured bridge loan (could be replaced by senior secured notes), also $750 million incremental term loan due Nov. 9, 2028 and $200 million increase to the U.S. sub-facility under its existing asset-based loan facility; BofA Securities, Goldman Sachs provided debt commitment; to help fund acquisition of Diversey Holdings Ltd., enterprise value about $4.6 billion, expected to close during second half of 2023; Solenis, a Platinum Equity portfolio company, is a Wilmington, Del.-based manufacturer of specialty chemicals; Diversey is a Fort Mill, S.C.-based provider of hygiene, infection prevention and cleaning solutions; information disclosed in PREM14A filed with SEC on April 11.

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