By Paul A. Harris
Portland, Ore., June 22 – Windsor Holdings III, LLC priced a downsized $800 million issue of seven-year senior secured notes (B2/B+/BB+) at par to yield 8˝% on Thursday, according to market sources.
The deal downsized from approximately $1 billion after having previously decreased from the $1.2 billion announced size.
Proceeds from the bonds were shifted to planned concurrent bank loan tranches.
The bonds, which came in support of the buyout of Univar Solutions Inc. by Apollo, priced in the middle of official yield talk as well as early guidance, both of which had been set in the 8˝% area.
The new Windsor Holdings 8˝% notes were lagging their issue price heading into the Thursday close, at 99 5/8 bid, 99 7/8 offered, a trader said.
J.P. Morgan Securities LLC was at the left of a syndicate of bookrunners that also included Apollo Global Securities LLC, BMO Capital Markets Corp., BNP Paribas Securities Corp., Credit Suisse Securities (USA) LLC, Fifth Third Securities Inc., HSBC Securities (USA) Inc., Mizuho Securities USA Inc., RBC Capital Markets LLC, TD Securities (USA) LLC and Wells Fargo Securities LLC.
In the late rejiggering of the buyout financing the U.S. term loan upsized to $2.4 billion from $2.25 billion, and the euro term loan increased to approximately $950 million equivalent from approximately $850 million equivalent. Hence the size of the loan portion of the financing increased in excess of the amount by which the bonds downsized, by approximately $50 million.
Proceeds from the bonds and loans, a $500 million ABL revolver and sponsor equity will be used to help fund the acquisition of Univar, a Downers Grover, Ill.-based specialty chemical company, by Apollo for approximately $8.1 billion. The acquisition is expected to close during the second half of 2023.
The incremental proceeds resulting from the above-mentioned $50 million increase in the overall debt financing will be used for general corporate purposes.
| Issuer: | Windsor Holdings III, LLC
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| Amount: | $800 million, decreased from $1 billion after having earlier downsized from $1.2 billion
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| Issue: | Senior secured notes
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| Maturity: | June 15, 2030
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| Bookrunners: | J.P. Morgan Securities LLC, Apollo Global Securities LLC, BMO Capital Markets Corp., BNP Paribas Securities Corp., Credit Suisse Securities (USA) LLC, Fifth Third Securities Inc., HSBC Securities (USA) Inc., Mizuho Securities USA Inc., RBC Capital Markets LLC, TD Securities (USA) LLC and Wells Fargo Securities LLC
|
| Coupon: | 8˝%
|
| Price: | Par
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| Yield: | 8˝%
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| Spread: | 461 bps
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| First call: | June 15, 2026 at 104.25
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| Trade date: | June 22
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| Settlement date: | July 7
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| Ratings: | Moody’s: B2
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| S&P: B+
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| Fitch: BB+
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| Distribution: | Rule 144A and Regulation S for life
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| Price talk: | 8˝% area
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| Marketing: | Roadshow
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