By Wendy Van Sickle
Columbus, Ohio, April 30 – ICON plc priced $2 billion issue of notes (Baa3/BBB-) in three parts on Tuesday, according to a news release.
The notes included $750 million 5.809% senior secured notes due 2027, $750 million 5.849% senior secured notes due 2029 and $500 million 6% senior secured notes due 2034.
The notes will be issued through ICON Investments Six DAC and guaranteed on a senior secured basis by ICON plc and its existing and future wholly owned subsidiaries organized in the United States, Ireland and Luxembourg that also secure the company’s senior secured dollar-denominated term loan facility, senior secured revolving credit facility and the 2.875% senior secured notes due 2026 issued by ICON’s wholly owned subsidiary PRA Health Sciences, Inc.
Each of the notes is redeemable at a make-whole premium before transitioning to a par call. The par call date is one month before maturity for the 2027 and 2029 notes and three months before maturity for the 2034 notes.
Additionally, the issuer may redeem the notes at par due to changes in tax laws and at 101 due to a change of control.
Citigroup Global Markets Inc., HSBC Securities (USA) Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and Santander US Capital Markets LLC are the underwriters.
The company will use the proceeds to provide intercompany loans to the U.S. borrower and Luxembourg borrower under its senior secured credit facilities, to repay a portion of its outstanding senior secured term loans under the secured facility and to pay fees, costs and expenses related to this offering. The remainder, if any, will be earmarked for general corporate purposes.
Application will be made to trade the notes on the International Stock Exchange Authority Ltd.
ICON is a Dublin-based provider of outsourced drug and device development and commercialization services to the pharmaceutical, biotechnology and medical device industries and government and public health organizations.
| Issuer: | ICON Investments Six DAC
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| Guarantor: | ICON plc
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| Amount: | $2 billion
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| Issue: | Senior secured notes
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| Underwriters: | Citigroup Global Markets Inc., HSBC Securities (USA) Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and Santander US Capital Markets LLC
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| Trustee: | Citibank, NA
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| Counsel to issuer: | Cahill Gordon & Reindel LLP (U.S. and New York law), A&L Goodbody LLP (Irish law) and Loyens & Loeff Luxembourg Sarl (Luxembourg law)
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| Counsel to underwriters: | Latham & Watkins LLP, Matheson LLP (Irish law) and NautaDutilh Avocats Luxembourg Sarl (Luxembourg law)
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| Trade date: | April 30
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| Settlement date: | May 8
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| Rating: | Moody's: Baa3
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| S&P: BBB-
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| Distribution: | SEC registered
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| Three-year notes
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| Amount: | $750 million
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| Maturity: | 2027
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| Coupon: | 5.809%
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| Call: | Make-whole call until one month prior to maturity, then a par call
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| Five-year notes
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| Amount: | $750 million
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| Maturity: | 2029
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| Coupon: | 5.849%
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| Call: | Make-whole call until one month prior to maturity, then a par call
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| 10-year notes
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| Amount: | $500 million
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| Maturity: | 2034
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| Coupon: | 6%
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| Call: | Make-whole call until three months prior to maturity, then a par call
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