Encino Acquisition talks $700 million seven-year notes at 8½% area; pricing Friday

By Paul A. Harris

Portland, Ore., April 22 – Encino Acquisition Partners Holdings, LLC talked its $700 million offering of seven-year senior notes (B3/B/B) to yield in the 8½% area, according to market sources.

Official talk comes at the wide end of initial guidance in the low-to-mid 8% area.

Books close at 11 a.m. ET on Friday, and the deal is set to price thereafter.

Active bookrunner Citigroup Global Markets Inc. is leading the offering. BofA Securities Inc., Scotia Capital (USA) Inc., CIBC World Markets Corp., KeyBanc Capital Markets Inc., RBC Capital Markets LLC, Wells Fargo Securities LLC, Fifth Third Securities Inc., Truist Securities Inc., PNC Capital Markets LLC and TD Securities (USA) LLC are the joint bookrunners.

MUFG, BBVA Securities Inc., Goldman Sachs & Co. LLC, U.S. Bancorp Investments Inc. and Comerica Securities Inc. are the co-managers.

The Rule 144A and Regulation S for life notes become callable after two years at par plus 50% of the coupon. They feature a three-year 40% equity clawback at par plus the coupon and a 101% poison put.

The Houston-based private oil and gas exploration and production company plans to use the proceeds to refinance its second-lien term loan, with the remainder to repay the outstanding balance on its RBL facility.

Encino Acquisition Partners was formed in 2017 when Encino Energy and the Canada Pension Plan Investment Board formed an oil and gas acquisition partnership.

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