New Issue: SunGard sells upsized $3 billion in notes in three tranches

By Paul A. Harris

St. Louis, July 27 - SunGard Data Systems priced $3 billion of high-yield notes in three tranches on Wednesday, according to syndicate sources.

The company completed an upsized $2 billion transaction involving two tranches of eight-year senior unsecured notes (B3/B-/B-).

It included $1.6 billion of fixed-rate notes that priced at par to yield 9 1/8%, on the tight end of the 9¼% area price talk, and $400 million of floating-rate notes that priced at par to yield six-month Libor plus 450 basis points, on the tight end of the Libor plus 450 to 475 basis point price talk.

The combined $2 billion senior unsecured notes transaction was upsized from $1.25 billion.

Deutsche Bank Securities, JP Morgan, Citigroup, Goldman Sachs & Co., Morgan Stanley and Banc of America Securities LLC ran the books for the fixed-rate tranche, according to a bookrunning source, who added that the same banks, minus Banc of America Securities, ran the books for the floating-rate tranche.

Also on Wednesday SunGard priced a quick-to-market $1 billion issue of 10-year senior subordinated notes (Caa1/B-/CCC+) at par to yield 10¼%, on top of price talk.

Deutsche Bank Securities, JP Morgan, Citigroup, Goldman Sachs & Co. and Morgan Stanley ran the books for the subordinated tranche.

Proceeds will be used to take out a $3 billion bridge loan that is part of the overall $11.3 billion financing for the acquisition of the company by Solar Capital Corp., a group formed by Silver Lake Partners, Bain Capital, The Blackstone Group, Goldman Sachs Capital Partners, Kohlberg Kravis Roberts & Co. LP, Providence Equity Partners and Texas Pacific Group.

SunGard is a Wayne, Pa.-based software company.

Issuer:	SunGard Data Systems
Security description:	Senior unsecured notes and subordinated notes
Trade date:	July 27
Settlement date:	Aug. 11
Senior fixed-rate notes
Amount:	$1.6 billion
Security description:	Senior unsecured notes
Maturity:	Aug. 15, 2013
Bookrunners:	Deutsche Bank Securities, JP Morgan, Citigroup, Goldman Sachs & Co., Morgan Stanley, Banc of America Securities LLC
Coupon:	9 1/8%
Price:	Par
Yield:	9 1/8%
Spread:	494 basis points
Call features:	Callable after Aug. 15, 2009 at 104.566, 102.281, par on and after Aug. 15, 2011
Equity clawback:	Until Aug. 15, 2008 for 35% at 109.125
Ratings:	Moody's: B3
	Standard & Poor's: B-
	Fitch: B-
Price talk:	9¼% area
Senior floating-rate notes
Amount:	$400 million
Security description:	Senior unsecured notes
Maturity:	Aug. 15, 2013
Bookrunners:	Deutsche Bank Securities, JP Morgan, Citigroup, Goldman Sachs & Co., Morgan Stanley
Coupon:	Six-month Libor plus 450 basis points
Price:	Par
Yield:	Six-month Libor plus 450 basis points
Call features:	Callable after Aug. 15, 2007 at 103, 102, 101, par on and after Aug. 15, 2010
Equity clawback:	Until Aug. 15, 2007 for 35% at par plus applicable coupon
Ratings:	Moody's: B3
	Standard & Poor's: B-
	Fitch: B-
Price talk:	Libor plus 450-475 basis points
Subordinated notes
Amount:	$1 billion
Security description:	Senior subordinated notes
Maturity:	Aug. 15, 2015
Bookrunners:	Deutsche Bank Securities, JP Morgan, Citigroup, Goldman Sachs & Co., Morgan Stanley
Coupon:	10¼%
Price:	Par
Yield:	10¼%
Spread:	600 basis points
Call features:	Callable after Aug. 15, 2010 at 105.125, 103.417, 101.708, par on and after Aug. 15, 2013
Equity clawback:	Until Aug. 15, 2008 for 35% at 110.25
Ratings:	Moody's: Caa1
	Standard & Poor's: B-
	Fitch: CCC+
Price talk:	10¼% area

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