High Yield Calendar: $900 million in the market

May 8 Week

O-I GLASS, INC. Senior green notes: OWENS-BROCKWAY GLASS CONTAINER INC. (OBGC) $500 million eight-year notes (B2/B+) non-callable for three years, price talk 7 3/8% area (initial talk mid-to-high 7% area), Wells Fargo left lead, also OI EUROPEAN GROUP BV (OIEG) €500 million five-year (Ba3/BB-) non-callable for two years, initial talk mid-to-high 6% area, JPMorgan left lead; Both tranches: Wells Fargo, JPMorgan (global coordinators, joint bookrunners), Credit Agricole (global coordinator, joint bookrunner, lead green structuring agent), BNP Paribas, BofA, Deutsche Bank, Goldman Sachs, Mizuho, Rabobank, Scotiabank (joint bookrunners); proceeds plus cash on hand to fund tenders for $250 million OBGC 5 7/8% senior notes due 2023 and €725 million OIEG 3 1/8% senior notes due 2024 (O-I Glass intends to allocate amount equal to net proceeds to finance and/or refinance new and/or existing eligible green projects); container glass manufacturer based in Perrysburg, Ohio; pricing Friday.

AVENTIV TECHNOLOGIES LLC: $400 million four-year first-lien senior secured notes (B3/B); Rule 144A and Regulation S for life; callable after 1.5 years at par plus 50% of coupon; to refinance debt; Deutsche Bank (left books), BofA, PNC, Stifel, Jefferies, Morgan Stanley, BNP Paribas, Credit Suisse (joint books); Dallas-based supplier of communications and other services to corrections and government services sectors; pricing expected May 8 week.

MONEYGRAM INTERNATIONAL INC.: $400 million first-lien secured notes whispered in 10½% area, timing and structural details pending; Goldman Sachs to lead; also $500 million first-lien term loan B (B2/B/B+) via Goldman Sachs, Barclays, Deutsche Bank, Wells Fargo launched May 11 with SOFR plus 550 bps spread at 92; proceeds to support the buyout of MoneyGram, a Dallas-based digital payments platform, by Madison Dearborn Partners.

ADLER PELZER HOLDING GMBH: €350 million four-year senior secured notes (expected ratings B3//B); Rule 144A and Regulation S for life; callable after one year at par plus 50% of coupon; BNP Paribas (global coordinator, physical books, B&D), Barclays (global coordinator, physical books), Banca Akros, Deutsche Bank, UniCredit (joint books); proceeds plus cash on hand and €120 million shareholder loan to pay off €425 million 4 1/8% senior secured notes due April 2024, repay €40 million super senior term loan and €11 million of other debt; Hagen, Germany-based supplier of acoustic and thermal components and systems for the automotive sector; roadshow May 10-12, pricing thereafter; initial talk 9½% coupon at OID 92-93.

CEDACRI SPA: €250 million senior secured floating-rate notes due May 15, 2028 (B3/B/B); Rule 144A and Regulation S for life; callable after one year at par; BNP Paribas (sole global coordinator, bill and deliver), UniCredit (joint books); to make a tax step-up payment, to fund a distribution and for general corporate purposes; Parma, Italy-based financial technology and services provider; roadshow May 10-12; initial talk Euribor plus 550 bps at OID 92 to 93.

ODFJELL DRILLING: $390 million five-year secured first-lien notes (B2/BB); to refinance debt; oil drilling, well service, and engineering company, which maintains headquarters in London; Danske Bank, SpareBank 1 Markets, ABG Sundal Collier and Fearnley Securities (leads); announced May 8.

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.

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.

TEMPUR SEALY INTERNATIONAL INC.: New secured and unsecured financing to help fund its acquisition of Mattress Firm Group Inc. for approximately $2.7 billion, expected to close during the second half of 2024, and repay Mattress Firm’s outstanding debt; JPMorgan is sole financial adviser to Tempur Sealy; Goldman Sachs, Barclays and Jefferies are financial advisers to Mattress Firm; Tempur Sealy is a Lexington, Ky.-based bedding products company; Mattress Firm is a Houston-based mattress specialty retailer; disclosed in 8-K filed May 9 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.

SYNEOS HEALTH INC.: $1.5 billion bridge loans and $2.7 billion credit facilities to help fund its acquisition by Elliott Investment Management, Patient Square Capital and Veritas Capital in a transaction valued at about $7.1 billion including outstanding debt, expected to close in second half of 2023; Goldman Sachs, UBS, RBC, BMO, HSBC, Wells Fargo, Citigroup, Jefferies, Macquarie, Natixis and Truist provided the debt commitment; Morrisville, N.C.-based biopharmaceutical solutions provider; disclosed in 8-K filed May 10 with SEC.

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