By Paul A. Harris
Portland, Ore., Jan. 12 – Open Text Corp. priced an upsized and restructured $800 million issue of eight-year senior notes (Ba2/BB/) at par to yield 5 5/8% on Monday, according to a market source.
The deal was upsized from $600 million.
The yield printed in the middle of the 5½% to 5¾% yield talk.
The tenor of the notes was decreased to eight years from 10 years.
Call protection was decreased to three years from five years. The first call premium was increased to 75% of the coupon from 50%; the notes become callable on Jan. 15, 2018 at 104.219.
Joint bookrunner Barclays will bill and deliver for the Rule 144A and Regulation S for life notes. Morgan Stanley & Co., RBC Capital Markets and Citigroup Global Markets were also joint bookrunners.
The Waterloo, Ont.-based provider of enterprise information management software plans to use the proceeds to repay its existing term loan A and for general corporate purposes, including near-term acquisitions. The additional proceeds resulting from the $200 million upsizing of the deal will be used to put cash on the balance sheet.
| Issuer: | Open Text Corp.
|
| Amount: | $800 million, increased from $600 million
|
| Maturity: | Jan. 15, 2023 (Tenor decreased to eight years from 10 years)
|
| Securities: | Senior notes
|
| Bookrunners: | Barclays (bill and deliver), Morgan Stanley & Co. LLC, RBC Capital Markets, Citigroup Global Markets Inc.
|
| Co-managers: | BMO Capital Markets Corp., CIBC World Markets Corp., HSBC Securities (USA) Inc., J.P. Morgan Securities LLC, MUFG, National Bank of Canada Financial Inc., PNC Capital Markets LLC, Scotia Capital (USA) Inc.
|
| Coupon: | 5 5/8%
|
| Price: | Par
|
| Yield: | 5 5/8%
|
| Spread: | 381 bps
|
| First call: | Jan. 15, 2018 at 104.219 (Call protection decreased to three years from five years; first call premium increased to 75% of the coupon from 50%)
|
| Trade date: | Jan. 12
|
| Settlement date: | Jan. 15
|
| Ratings: | Moody's: Ba2
|
| Standard & Poor's: BB
|
| Distribution: | Rule 144A and Regulation S for life
|
| Price talk: | 5½% to 5¾%
|
| Marketing: | Roadshow
|
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