Shutterfly brings covenant changes to $785 million notes offering, affirms talk at 8¼%-8½%

By Paul A. Harris

Portland, Ore., Sept. 23 – Shutterfly Inc. announced covenant changes to its upsized $785 million offering of seven-year senior secured notes (B1/B), market sources said on Monday.

The changes tighten restrictions on payments, investments, debt incurrence and liens, an informed source said.

At the same time, the Redwood City, Calif.-based company affirmed official price talk at 8¼% to 8½%.

Early guidance on the deal was in the low-to-mid 7% area, according to a bond trader.

Books close at 5 p.m. ET on Tuesday, with pricing and allocations set to take place thereafter.

Citigroup Global Markets Inc. is the lead left bookrunner for the Rule 144A and Regulation S for life offering. Barclays, SunTrust Robinson Humphrey Inc., Credit Suisse Securities (USA) LLC, BMO Securities, BNP Paribas Securities Corp., Deutsche Bank Securities Inc., HSBC Securities (USA) Inc., RBC Capital Markets LLC, Mizuho Securities USA Inc. and UBS Securities LLC are the joint bookrunners.

The notes become callable after three years at par plus 50% of the coupon.

Proceeds will be used to fund the buyout of Shutterfly and Snapfish LLC by Apollo Global Management LLC.

Prior to the buyout closing, the issuing entity will be Photo Holdings Merger Sub, Inc.

With the $285 million upsizing of the notes an equivalent decrease was made in the term loan size, decreasing the loan size to $1 billion from $1,285,000,000, sources said.

Shutterfly is a retailer and manufacturing platform for personalized products and communications.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.