BMC Software sets talk for upsized $1.35 billion equivalent three-part notes; pricing Thursday

By Paul A. Harris

Portland, Ore., May 13 – BMC Software set price talk for an upsized $1.35 billion equivalent amount of senior secured notes in three tranches on Wednesday, according to a syndicate source.

The Rule 144A and Regulation S deal includes an upsized $600 million tranche of first-lien notes due Oct. 2, 2025 talked at 7 1/8% to 7¼%. The tranche is upsized from $500 million.

The deal also includes €370 million of first-lien notes due Oct. 2, 2025 talked to yield 6½% to 6 5/8%.

The notes in both of the first-lien tranches become callable after two years at par plus 50% of the respective coupons. The maturities are concurrent with that of the first-lien term loan.

The offering also includes a $350 million tranche of senior secured second-lien notes due March 1, 2026, which will become callable after Sept. 1, 2021 at par plus 50% of the coupon, talked to yield 9 1/8% to 9¼%.

The overall amount of notes being offered across all three tranches increased from $1.25 billion equivalent.

Books in the United States close Wednesday. Books in Europe close Thursday morning, and the deal is set to price thereafter.

Left bookrunner Jefferies LLC will bill and deliver. KKR Capital Markets and Macquarie Capital are joint bookrunners.

The issuing entity will be Boxer Parent Co. Inc.

The Houston-based enterprise software supplier plans to use the proceeds to fund the acquisition of Compuware. The incremental proceeds resulting in the $100 million upsizing of the deal will be used to redeem the syndicated Libor plus 1,100 basis points preferred stock.

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