Ziggo sets U.S. and euro term loan sizes, firms pricing at wide end

By Sara Rosenberg

New York, Feb. 5 - Ziggo set the breakdown of U.S. and euro debt in its €3,735,000,000-equivalent senior secured term loan B (Ba3/BB-) due Jan. 15, 2022, splitting it between a $2.35 billion tranche and a €2 billion tranche, according to a market source.

Also, pricing on the U.S. portion firmed at Libor plus 275 basis points, the wide end of the Libor plus 250 bps to 275 bps talk, and pricing on the euro portion firmed at Euribor plus 300 bps, the high end of the Euribor plus 275 bps to 300 bps, the source said.

And, the ticking fee on all of the debt was sweetened to half the spread for days 31 to 105 and the full spread thereafter, from half the spread from days 61 to 120 and the full spread thereafter, the source said.

As before, the entire term loan B has a 0.75% floor, an original issue discount of 99¾ and 101 soft call protection for six months.

Covenants include net senior leverage and total financial leverage ratios.

Credit Suisse Securities (USA) LLC and Bank of America Merrill Lynch are the global coordinators on the deal and bookrunners with ABN Amro Inc., Credit Agricole Securities (USA) Inc., Deutsche Bank Securities Inc., HSBC Securities (USA) Inc., ING Financial Markets LLC, J.P. Morgan Securities LLC, Morgan Stanley Senior Funding Inc., Nomura Securities Co. Ltd., Rabobank, Scotiabank and Societe Generale. Scotiabank is the administrative agent on the entire term loan B.

Proceeds will be used to refinance existing Ziggo debt and help fund the acquisition of Ziggo by Liberty Global plc.

Liberty is buying Ziggo in a stock and cash transaction valued at about €10 billion.

Specifically, Ziggo shareholders will receive €11.00 in cash, 0.2282 Liberty Global Class A ordinary shares and 0.5630 Liberty Global Class C ordinary shares for each Ziggo share that they hold. The stock component equates to €3.4 billion and the cash component equates to €1.6 billion.

Closing is expected in the second half of this year.

Ziggo is an Utrecht, the Netherlands-based provider of entertainment, information and communication through television, internet and telephony services. Liberty Global is an Englewood, Colo.-based cable company.

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