Ancestry.com to launch $720 million senior credit facility Monday

By Sara Rosenberg

New York, Nov. 30 - Ancestry.com scheduled a bank meeting for Monday afternoon to launch its proposed $720 million senior secured credit facility, according to a market source.

Barclays, Morgan Stanley Senior Funding Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and RBC Capital Markets LLC are the lead banks on the deal.

The facility consists of a $50 million five-year revolver and a $670 million seven-year covenant-light term loan.

Based on filings with the Securities and Exchange Commission, the revolver and term loan are expected to be priced at Libor plus 450 basis points, with the term loan having a 1.25% Libor floor and an original issue discount of 99. The revolver is anticipated to have a 50 bps unused fee and a 50 bps upfront fee.

Amortization on the term loan is 1% per year.

Proceeds will be used to help fund the Permira Funds' buyout of the company for $32 per share in cash in a transaction valued at $1.6 billion.

The company is also expected to sell $300 million of senior unsecured notes, which are backed by a commitment for a $300 million one-year senior unsecured bridge loan.

Pricing on the bridge loan is Libor plus 825 bps with a 1.25% Libor floor. The spread will increase by 50 bps after three months and every three months thereafter up to an undisclosed cap.

Other funds for the transaction will come from up to $503 million of equity from Permira and from $100 million of equity that Spectrum Equity, which owns about 30% of the company's shares, will exchange for shares in the acquired company.

Also, Timothy Sullivan, president and chief executive officer of the company, and Howard Hochhauser, chief financial officer and chief operating officer, have agreed to roll over a substantial majority of their respective shares of Ancestry.com's common stock.

Closing is expected in early 2013, subject to stockholder approval and other customary conditions.

Ancestry.com is a Provo, Utah-based online family history resource.

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