WeddingWire closes first- and second-lien credit agreements

By Wendy Van Sickle

Columbus, Ohio, Dec. 21 – WeddingWire Inc. entered on Friday into a $475 million first-lien credit agreement and an eight-year second-lien credit facility in principal amounts of $140 million and €30.688 million, according to an 8-K filing with the Securities and Exchange Commission.

Proceeds were used to help fund the acquisition of XO Group Inc. for $35.00 per share in cash. The transaction was valued at $933 million.

J.P. Morgan Securities LLC, UBS Investment Bank, Jefferies LLC, RBC Capital Markets LLC, KeyBanc Capital Markets and Societe Generale provided the debt commitment, with JPMorgan the left lead on the first-lien debt and UBS the left lead on the second-lien debt, as previously reported.

Other funds for the transaction came from equity.

First-lien credit facility

The first lien credit facility provides for a $450 million first lien term loan facility due in December 2025 and a $25 million revolving credit facility due in December 2023.

An accordion feature allows the company to add up to $113 million plus additional amounts so long as, after giving effect to the incremental facility, the pro forma total net first lien leverage ratio does not exceed 3.3x.

Term loans bear interest at Libor plus 450 basis points.

Interest on the revolver is Libor plus 400 bps with a stepdown to 375 bps if the total net first lien leverage is less than or equal to 2.8x.

Following the first three fiscal quarters from the closing date, for as long as the outstanding revolving loans and swingline loans exceeds 35% of the revolving facility, WeddingWire’s total net first lien leverage ratio, calculated on a pro forma basis, may not exceed 6.2x.

JPMorgan Chase Bank, NA is the administrative agent.

Second-lien credit facility

The second-lien facility providing for $140 million and €30.688 million of loans matures in December 2026.

An accordion feature allows the company to add up to $141.25 million plus additional amounts so long as, after giving effect to the incremental facility, the pro forma total net first lien leverage ratio does not exceed 5.4x.

Borrowings bear interest at Libor plus 825 basis points with a 0% Libor floor.

UBS AG, Stamford Branch is the administrative agent.

WeddingWire is a Chevy Chase, Md., and Barcelona, Spain-based online marketplace, connecting consumers with wedding professionals and wedding planning tools. XO is a New York-based multi-platform of brands that guide couples through transformative life stages. The combined company is owned by Permira and Spectrum Equity that were investors in WeddingWire.

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