By Paul A. Harris
Portland, Ore., March 29 - Lawson Software, Inc. priced an upsized $1.35 billion equivalent two-part offering of seven-year senior notes (Caa1/B-/) on Thursday, according to a syndicate source.
The deal features a $1,015,000,000 tranche of notes, which was priced at par to yield 9 3/8%, at the tight end of price talk that was set in the 9½% area.
In addition Lawson priced a €250 million tranche of notes at par to yield 10%, at the wide end of talk that had the euro-denominated notes coming 50 basis points behind the dollar-denominated notes.
The euro-denominated tranche was ultimately sized at the low end of the originally announced €250 million to €300 million range.
The overall deal size increased to $1.35 billion equivalent from $1.15 billion equivalent.
Left lead bookrunner Bank of America Merrill Lynch will bill and deliver.
Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, Barclays Capital Inc., Deutsche Bank Securities Inc., RBC Capital Markets and KKR Capital Markets were the joint bookrunners.
Proceeds, together with borrowings under new senior secured credit facilities consisting of a $150 million revolver and $3.5 billion of term loans, will be used to refinance some existing debt, to finance the change-of-control notice, and for the purchase and consent solicitation in connection with the 11½% senior notes due 2018.
The additional proceeds from the upsizing of the deal will be used to repay about $200 million of Lawson's holdco payment-in-kind loan.
The note offering is part of the financing for, and is conditioned upon, the consummation of the proposed combination of Infor Global Solutions and Lawson.
The combined company, based in St. Paul, Minn., will be the world's third largest provider of enterprise business applications software and services.
Issuer: | Lawson Software, Inc.
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Amount: | $1.35 billion equivalent, increased from $1.15 billion equivalent
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Maturity: | April 1, 2019
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Securities: | Senior notes
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Left bookrunner: | Bank of America Merrill Lynch (bill and deliver)
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Joint bookrunners: | Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, Barclays Capital Inc., Deutsche Bank Securities Inc., RBC Capital Markets, KKR Capital Markets
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Call protection: | Three years
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Trade date: | March 29
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Settlement date: | April 5
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Ratings: | Moody's: Caa1
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| Standard & Poor's: B-
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Distribution: | Rule 144A and Regulation S
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Marketing: | Roadshow
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Dollar-denominated notes
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Amount: | $1,015,000,000
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Coupon: | 9 3/8%
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Price: | Par
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Yield: | 9 3/8%
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Spread: | 783 bps
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Price talk: | 9½% area
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Euro-denominated notes
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Amount: | €250 million
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Coupon: | 10%
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Price: | Par
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Yield: | 10%
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Spread: | 866 bps
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Price talk: | 50 bps behind the dollar-denominated notes
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