High Yield Calendar: $500 million in market

Dec. 11 Week

BREAD FINANCIAL HOLDINGS, INC.: $500 million 5.25-year senior notes (//BB-); Rule 144A and Regulation S; callable after 2.5 years at par plus 50% of coupon; JPMorgan, BMO, BNP Paribas, CIBC, KeyBanc, Scotia, Truist, RBC, US Bancorp (joint); to fully redeem the 4¾% senior notes due 2024 and repay a portion of the term loans; Columbus, Ohio-based financial services company; pricing expected on Tuesday; initial guidance low-10% area.

EPHIOS SUBCO 3 (SYNLAB AG): €550 million offering of seven-year senior secured notes (B2/B+/B+); non-call three years; Deutsche Bank, Barclays, BNP Paribas, Citigroup, Credit Agricole, Mizuho and Natixis; proceeds with concurrent term loan to fund the acquisition of Synlab AG by Cinven for €10 per share and to repay an existing term loan A; Munich-based medical diagnostics services provider; books close on Tuesday; price talk 8¼% area.

Possible Fourth Quarter Business

ABERCROMBIE & FITCH CO.: New debt to refinance $300 million Abercrombie & Fitch Management Co. 8¾% senior secured notes due July 2025; JPMorgan; New Albany, Ohio-based specialty retailer; possible fourth-quarter business

CAESARS ENTERTAINMENT INC.: New debt to refinance CRC Escrow Issuer, LLC/CRC Finco, Inc. 5¼% senior notes due October 2025; Reno, Nev.-based hotel and casino entertainment company; possible September business

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)

CONNECT HOLDING II LLC (BRIGHTSPEED): $1.865 billion senior secured notes; to support the carve-out acquisition of Lumen Technologies’ incumbent local exchange carrier (ILEC) assets and all associated operations across 20 states by Apollo Global Management, Inc.; Brightspeed, a broadband and telecom services provider, will be based in Charlotte, N.C.; postponed September 2022 due to market conditions

GLOBAL AIRCRAFT LEASING CO. LTD. (GALC) and GLOBAL SEA CONTAINERS II LTD. (GSCL II): $1.95 billion five-year senior PIK toggle notes (Ba2//BB-); Rule 144A for life and Regulation S; non-callable for two years; asset sale call for up to $1 billion at 102 during non-call period; Morgan Stanley (sole); to repay Global Aircraft Leasing 6½% notes due 2024; GALC is an indirect, wholly owned subsidiary of Bohai Leasing Co., Ltd. (controlling shareholder HNA Group) which owns 70% of Avolon Holding Ltd. outstanding shares, a leading independent aircraft leasing company, GSCL II is a Bermuda registered transport and container leasing company (both GALC and GSCL II controlled by HNA Group Co., Ltd.)

ROCKET SOFTWARE INC.: New senior secured notes and new incremental senior secured term loans to help fund $2.275 billion acquisition of the Application Modernization and Connectivity business (AMC) of OpenText, expected to close in second quarter of 2024; debt financing commitment from RBC, Barclays, Deutsche Bank, UBS, Citigroup, HSBC, Mizuho and SMBC; Rocket Software is a Waltham, Mass.-based provider of enterprise infrastructure software; disclosed in Nov. 28 press release.

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

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

CASELLA WASTE SYSTEMS INC.: $200 million 364-day unsecured bridge loan pricing SOFR+10 bps CSA plus 525 bps (spread increases by 50 bps every 90 days until it hits a cap of 675 bps), debt commitment from Raymond James, Stifel; to support its purchase of Consolidated Waste Services LLC for about $219 million in cash, closing expected fourth quarter; Casella Waste is a Rutland, Vt.-based solid waste, recycling and resource management services company; disclosed in 8-K filed June 12 with SEC

CEDAR FAIR/SIX FLAGS: $2.3 billion 364-day term loan and $800 million of revolving credit commitments to help support the merger of Cedar Fair LP and Six Flags Entertainment Corp., expected to close in the first half of 2024; debt commitment from Goldman Sachs; Sandusky, Ohio-based Cedar Fair and Arlington, Tex.-based Six Flags are amusement park operators (combined company will operate under the name Six Flags and be based in Charlotte, N.C.); disclosed in 8-K filed with SEC on Nov. 2.

HILTON GRAND VACATIONS INC.: $900 million senior secured bridge loan backing acquisition of Bluegreen Vacations for approximately $1.5 billion, including net debt, expected to close first half of 2024; financing also includes $900 million seven-year senior secured term loan; commitment from BofA, Deutsche Bank, Barclays, JPMorgan; Hilton Grand Vacations is an Orlando, Fla.-based timeshare company; Bluegreen Vacations is a Boca Raton, Fla.-based vacation ownership company; disclosed in 8-K filed with SEC on Nov. 7.

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.

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