Target nation: UK
Date announced: 14/05/07
Deal type: LBO
Acquirer (s):
Total value: Unknown
Mandated arranger (s): For KKR: Bank of America, Barclays, Unicredit (through HVB), Citigroup, Deutsche Bank, JP Morgan, Merrill Lynch and RBS
Financing: Unknown
Alliance Boots look set to be Europe’s largest buyout after the group recommended a £10.6bn bid from KKR and Stefano Pessina, the Italian billionaire and the company’s largest shareholder. However, with a rival offer from a consortium of Guy Hands’ Terra Firma, the Wellcome Trust and HBOS valuing the group at £10.9bn also on the table, a fierce bidding battle looks certain to ensue.
To support the bid, KKR and Stefano Pessina have mandated Bank of America, Barclays, Unicredit (through HVB), Citigroup, Deutsche Bank, JP Morgan, Merrill Lynch and RBS to arrange the debt. Their £10.90-a-share bid came after an initial quietly put £10.85 offer from Terra Firma and Wellcome, which has now been raised to an indicative £11.26 a-share (falling to £11.15 a share when taking into account a break fee that would need to be paid). Boots had initially rejected a £10-a-share bid from KKR and Pessina on March 12.
Given the likelihood of a bidding battle, Boots’ share price shot through the offer prices to trade as high as £11.41 before easing back to close at £11.25 on Friday. But whomever wins, the leverage loan market is bracing for what will be the largest buyout loan seen to date in Europe, smashing through last year’s US$15bn take private of TDC.
Prior to the announcement from Boots, talk suggested that the leads were preparing a debt package that contained borrower friendly “covenant-light” language. The leads refused to comment on the veracity of these claims, however, a covenant-light package for such a huge buyout would be gutsy.
Although, relatively established in the US market covenant-light leverage syndications are a new phenomena with only one loan from World Directions thus far clearing the market – albeit with a storming oversubscription. The next test will come from Apax’s acquisition of a stake in Trader Media, which is set to hit the market shortly.
Despite the limited number of deals, the subject has proved hugely controversial. While some lenders appear to accept the phenomena stoically as an inevitable consequence of Europe’s hugely liquid markets and convergence with US market practices, others think the comparison with the US is disingenuous given that country’s Chapter 11 bankruptcy procedures are absent in Europe, while sponsors increasingly hard line on transferability is not helping matters neither.
No matter what, a covenant-light package for Boots would be doubly ambitious as not withstanding its size it comes within the UK retail sector, which was until about five years ago generally considered unsuitable for a buyout format. And if such a package did emerge, bankers said the documentation would have to allow for a level of structural flex to assuage lender concern as a failed syndication of this size would inflict serious damage on the reputations of those concerns.
Target nation: Germany
Date announced: 19/02/07
Deal type: Secondary buyout
Acquirer (s):
Total value: €885m
Mandated arranger (s):
Financing: €660m
Bookrunners Mizuho Corporate Bank and Royal Bank of Canada are set to launch the €660m debt package supporting the hybrid infrastructure buyout of Apcoa. With Bank of Scotland joining as a mandated lead arranger, the facility is now in senior syndication. Debt is split between a €595m seven-year senior portion and a €65m second lien loan. Eurazeo acquired the carpark operator for €885m from
Target nation: UK
Date announced: 01/11/06
Deal type: MBO
Acquirer (s): Barclays Ventures
Total value: Unknown
Mandated arranger (s): HSBC
Financing: £76m
Target nation: Netherlands
Date announced: 23/02/07
Deal type: LBO
Acquirer (s):
Total value: Undisclosed
Mandated arranger (s):
Financing: €300m
Canal Digitaal has launched its €250m loan, via mandated lead arrangers Rabobank and RBS. Debt comprises a €100m seven-year term loan A at 187.5bp over Euribor and a €150m eight-year term loan B at 237.5bp over Euribor. Canal Digitaal is the only provider of satellite TV and radio in the Netherlands and the Flanders region and has been bought out by Providence Equity Partners. This loan will give it a leverage of 5.6 times EBITDA.
Target nation: Germany
Date announced: 22/02/07
Deal type: Secondary buyout
Acquirer (s):
Total value: €1.5bn
Mandated arranger (s): RBS and
Financing: €1.25bn
CBR, the German clothing retailer being bought-out by EQT, will raise of a loan of €1.25bn, including revolving credit facilities. RBS and UniCredit are mandated on the deal. EQT is buying CBR from
Target nation: UK
Date announced: 14/03/07
Deal type: LBO
Acquirer (s):
Total value: £588m
Mandated arranger (s):
Financing: £495m
UK waste management group Cory Environmental is in the market with its £490m infrastructure financing, via bookrunners Barclays and Dresdner Kleinwort. Debt comprises a £450m seven-year senior tranche at 175bp over Libor out-of-the-box, ratcheting along a leveraged grid, and a £40m seven-and-a-half year junior tranche paying 375bp over Libor out-of-the-box, stepping up to 425bp over Libor in the last two and-a-half years. Some of the junior tranche has been carved out for funds. Banks will earn 65bp for £35m and 50bp for £20m.
Target nation: Denmark
Date announced:
Deal type: LBO
Acquirer (s): EQT
Total value: €973m
Mandated arranger (s):
Financing: DKR3.5bn
Bookrunners Goldman Sachs and Lehman Brothers have launched a DKR3.5bn facility backing sponsor EQT’s buyout of Dako, a Danish medical research and manufacturing business. The facility includes a DKR1.2906bn eight year term loan B paying 250bp over Libor, a DKR1.2906bn nine-year term loan C paying 275bp over Libor, a DKR250m seven-year revolver paying 200bp over Libor, a DKR100m seven-year capex line paying 200bp over Libor and a DKR200m 30-month restructuring capex facility paying 200bp over Libor. Second lien of DKR386.8m pays 450bp over Libor, callable a 102 for nine months and at 101 for nine months. Ten year mezzanine of €800m pays 850 over Libor with the same call structure. Banks are offered a DKR150m for 55bp.
Target nation: UK
Date announced: 07/11/06
Deal type: LBO
Acquirer (s):
Total value: Undisclosed
Mandated arranger (s):
Financing: £125m
Bookrunner Llyods TSB has closed oversubscribed the £125m package backing the buyout of Euro Packaging by sponsor Mid Ocean Partners. The facility is made up of: a £25m term loan A paying 225bp, a £27.5m term loan B paying 275bp, a £27.5m term loan C paying 325bp, £12.5m of second lien paying 550bp, £17.5m mezz paying 950bp and a £15m capex facility paying 225bp.
Target nation: UK
Date announced: 18/12/06
Deal type: Public to private
Acquirer (s):
Total value: Unknown
Mandated arranger (s):
Financing: £222.3m
Incisive Media’s £222.3m LBO loan has launched, through bookrunner RBS. Apax Partners is the sponsor. Debt comprises a £72.4m eight-year term loan B paying 250bp over Libor, a £72.4m nine-year term loan C paying 300bp, a £8.5m seven-year revolver paying 200bp, a £25m seven-year amortising acquisition facility paying 225bp and a £44m 10-year mezzanine line paying 875bp.
Target nation: Germany
Date announced: 23/03/07
Deal type: Secondary buyout
Acquirer (s):
Total value: €2.4bn
Mandated arranger (s):
Financing: Unknown
Mandated lead arrangers Deutsche Bank and Goldman Sachs are out with the €2.09bn debt package suppporting Charterhouse Capital Partners’ buyout of ista, a sub-metering and utility billing group, from
Target nation: Germany
Date announced: 19/04/07
Deal type: LBO
Acquirer (s):
Total value: Undisclosed
Mandated arranger (s):
Financing: €235m
Dresdner Kleinwort is out with the €235m debt package supporting Odewald’s buyout of IWKA Packaging. Te senior and junior debt package is split between a €5m seven-year term loan A priced at 225bp over Libor, a €2.5m eight-year term loan B at 250bp, a €42.5m nine-year term loan C at 300bp, a €50m at seven-year revolver at 225bp and a €45m seven-year guarantee facility at 150bp. In addition there is a 10-year mezzanine loan. Leverage is set at 4.2x senior debt and 5.3x total. IWKA’s packaging division comprises more than 20 companies in Europe, North and South America and Asia. It had sales of over €400m and more than 2,500 employees in 2006.
Target nation: Germany
Date announced: 03/05/07
Deal type: Secondary buyout
Acquirer (s):
Total value: €1.3bn
Mandated arranger (s):
Financing: Unknown
JPMorgan, Lehman Brothers and Morgan Stanley have been mandated to arrange the financing supporting Blackstone’s €1.3bn secondary buyout of Kloeckner Pentaplast by sponsor Blackstone. In 2002, CSFB and Deutsche Bank arranged €633m facility backing Cinven’s original €925m LBO of the company. Kloeckner Pentaplast produces rigid film used in packaging for food and non-food applications such as pharmaceuticals as well as for other products.
Target nation: UK
Date announced: 01/03/07
Deal type: LBO
Acquirer (s):
Total value: €2.4bn
Mandated arranger (s):
Financing: €2.07bn
Lafarge Roofing is out with second reverse flex request on its oversubscribed €2.38bn LBO financing after almost no investors dropped out after the first flex request. Bookrunners across the whole facility are BNP Paribas and JPMorgan, while Bank of America Securities is bookrunner on the second lien and PIK pieces and a mandated lead arranger across the whole package. Mizuho Corporate Bank and SG are mandated lead arrangers on the senior facilities. The initial flex request was for the €100m PIK loan to be removed and €25m added to the second lien, increasing that tranche to €325m, and €75m split equally between B&C tranches, increasing each of them to €622.5m. Pricing was also flexed down 25bp on the A tranche and the revolver, 12.5bp on the B and C tranches and 62.5bp on the second lien. This new flex request is for pricing on the B and C tranches to be cut further 12.5bp and for banks to re-bid the second lien pricing. If the flex is approved the new facility will be made up of a €125m seven-year revolver at 200bp over Euribor, a €175m seven-year capex facility at 200bp, a €200m seven-year term loan A at 200bp, a €622.5m eight-year term loan B at 212.5bp over Euribor, a €622.5m nine year term loan C with a 237.5bp margin and a €325m nine-and-a-half year second lien, pricing of which will be determined.
Target nation: UK
Date announced: 27/04/07
Deal type: MBO
Acquirer (s):
Total value: £242.5m
Mandated arranger (s):
Financing: £140m
Lupus Capital, the investment vehicle run by former Tomkins CEO Greg Hutchings, is out with its £140m loan supporting its acquisition of Laird’s security systems division. Mandated lead arrangers are Bank of Scotland, HSBC and RBS. The five-year facility is split between a £120m term loan and a £20m revolver paying an out-of-the-box margin of 150bp. Syndication will be limited and have a club flavour. In addition to the loan, Lupus has funded the £242.5m reverse takeover through a £136m underwritten equity offering.
Target nation: Germany
Date announced: 02/03/07
Deal type: LBO
Acquirer (s):
Total value: Undisclosed
Mandated arranger (s):
Financing: €850m
Barclays and Citigroup have been mandated to arrange the debt backing One Equity Partners’ circa €850m buyout of German industrial packaging group Mauser.
Target nation: Spain
Date announced: 22/01/07
Deal type: Secondary buyout
Acquirer (s):
Total value: Undisclosed
Mandated arranger (s):
Financing: Bookrunners ING and RBS have launched a €787m loan backing Candover’s secondary buyout of Spanisah leisure parks operator Parques Reunidos from
Target nation: Germany
Date announced: 14/12/06
Deal type: LBO
Total value: Undisclosed
Mandated arranger (s): Bank of America, Credit Suisse, JPMorgan, Lehman Brothers, Morgan Stanley, RBS and Unicredit
Financing: €7.9bn
The €7.9bn package backing a combination of ProSiebenSat.1 Media (P7S1) and SBS have launched, via bookrunners
The deal includes senior secured credit facilities totalling €2.1759bn, a €500m second lien facility, and a €606.3m mezzanine macility that will finance KKR and Permira’s acquisition of ProSiebenSat.1 Media . In addition, the same bookrunners have underwritten €4.6bn of senior secured credit facilities to refinance debt at P7S1 and finance the potential acquisition of SBS Broadcasting by P7S1. Prior to launch, Calyon has committed to the pro rata facilities as mandated lead arranger. The €7.9bn package includes the assumption of €3.3bn of debt at holdco level and €4.6bn at Opco (P7S1) level. Holdo levels debt comprises a €300m eight-year revolver at 200bp over Euribor, a €938 eight-year term loan B loan at 2.50bp and a €938 nine-year term loan C loan at 287.5bp. There is also a €500m nine-and-a-half year second lien facility paying 425bp and a €606.3m 10-year mezzanine facility paying 8.25%. Opco debt comprises an up to €600m seven-year revolver paying 1.75bp, an up to €2bn seven-year B loan paying a 1.75bp and anup to €2bn eight-year C loan paying a 187.5bp. Joint lead arrangers are asked to sub-underwrite €150 with a €100m target hold for 125bp, while take-and-hold tickets of €75m for 87.5bp and €50m for 70bp are offered to lead arrangers and arrangers respectively. An institutional carveout of the holdco term loans B and C plus P7S1 term loan C is being offered to funds directly. Syndication of the P7S1 opco C loan will be done through a bookbuilding process. Investors are being asked to submit orders specifying the price level at which they wish to be allocated, based on an indicative price range of 99.75% to 100%. Holdco loans B and C, second lien and the mezzanine piece will be offered at par. Debt is 4.5x through the opco, 6.6x through senior debt, 7.5x through second lien and 8.5x in total. In December the sponsors announced agreed a deal to acquire 88% of the voting rights and a 50.5% economic interest in P7S1, in January they launched a tender offer for the outstanding shares, they will combine P7S1 with rival SBB in the event of a successful acquisition.
Target nation: Netherlands
Date announced: 31/01/07
Deal type: Secondary buyout
Acquirer (s):
Total value: Undisclosed
Mandated arranger (s):
Financing: €1.226bn-€1.357bn
The €1.226bn-€1.357bn financing backing Permira’s secondary buyout of Provimi has launched, via bookrunners
Target nation: Germany
Date announced: 22/12/06
Deal type: Secondary buyout
Acquirer (s):
Total value: Undisclosed
Mandated arranger (s): RBS and SG
Financing: €370m
The €370m loan backing Bridgepoint’s secondary buyout of German spectacle manufacturer Rodenstock could see some price flexing following a positive response. Bookrunners are RBS and SG. Debt on the all-senior deal comprises a €150m eight-year term loan B at 237.5bp over Euribor, a €150m nine-year term loan C at 287.5bp, a €40m seven-year revolver at 200bp and a €30m seven-year capex/acquisition line at 200bp. Leverage is 4.65x. The carve-out has already seen an oversubscription. Lenders were invited on a single €20m ticket paying 70bp.
Target nation: France
Date announced: 30/03/07
Deal type: LBO
Acquirer (s):
Total value: €670m
Mandated arranger (s): RBS and UBS
Financing: €590.8m
Desjonqueres €590.8m leveraged loan, via MLAs RBS and UBS, has flexed down and will not go into general syndication following a positive response in the early-bird phase. The debt now comprises a €200m eight-year term loan B at 212.5bp over Euribor, down by 25bp, and a €200.4m nine-year term loan C at 262.5bp, again flexed down by 25bp; a €50m seven-year acquisition line priced at 200bp; a €60m seven-year revolver that pays 200bp; a €40m second lien tranche paying 425bp, flexed down by 50bp, and €40m of mezzanine debt paying 8%. The loan backs the buyout of Desjonqueres by Cognitas and Sagard. Desjonqueres is the speciality bottle making division of Saint-Gobain. The overall deal was believed to be valued at around €690m.
Target nation: Netherlands
Date announced: 06/03/07
Deal type: LBO
Acquirer (s):
Total value: €415m
Mandated arranger (s): BNP Paribas
Financing: €253m
Bookrunner BNP Paribas has launched the €253m of senior debt facilities and €76m mezzanine loan backing the buyout of Dutch publisher Sdu. Senior debt comprises a €79m eight-year term loan B at 250bp over Euribor, a €79m nine-year term loan C at 300bp and a €20m seven-year revolver paying 225bp. The €76m mezzanine piece has a 10 year maturity. A single €15m arranger ticket is offered for 65bp fee.
Sponsors ABN AMRO Capital and Allianz Capital Partners won the auction for the state-owned publisher having earlier negotiated the take-out of Wolter Kluwer’s minority stake in the business prior to the buyout. The sponsors now hold 50% each in the business. The transaction has a total value of €415m.
Target nation: Germany
Date announced: 28/07/06
Deal type: LBO
Acquirer (s):
Total value: €250m
Mandated arranger (s):
Financing: €215m
Time Partner has flexed down the B and C tranches of the add-on facility of around €53m arranged by mandated lead arranger UniCredit (HVB).In total, Time Partner has raised €266.7m. The margins on the B&C tranches are now 250bp and 300bp over Euribor respectively, down from 275bp und 325bp. They have tenors of eight years (B) and nine years (C). This is in line with the existing facilities that closed in October 2006. That debt comprised a €30m seven-year term loan A with a margin of 225bp over Euribor, a €50m eight-year B loan at 275bp, a 450m nine-year C loan at 325bp, a €15m seven-year at 225bp and a €40m seven-year acquisition facility at 250bp. There was also a €30m 10-year mezzanine piece for an undisclosed margin, which has now been flexed down by 200bp. Two tickets were offered: €25m for 70bp and €15m for 60bp.
Time Partner is a German temping agency, which has benefited from deregulation of the German employment market. In 2006 it generated sales of €214m.
Target nation: UK
Date announced: 23/03/07
Deal type: LBO
Acquirer (s):
Total value: Undisclosed
Mandated arranger (s): JPMorgan
Financing: £835m
Price talk of a margin in the 225bp over Libor area on Trader Media Group’s £800m eight-year term loan B and around 200bp over Libor on the £35m seven-year revolver. Pricing is being determined on a bookbuild basis. Trader Media Group’s £835m LBO financing launched, via bookrunner JPMorgan and non-physical bookrunner BNP Paribas. The deal backs Apax Partners’ acquisition of the company from
Target nation: UK
Date announced: 19/03/07
Deal type: Secondary buyout
Acquirer (s):
Total value: Undisclosed
Mandated arranger (s):
Financing: US$267m
The US$267m debt backing Exponent Private Equity’s buyout of V-Holding, the world largest marine services group, has launched, via bookrunner HSBC. Syndication is highly targeted with only a select group of banks and funds approached. Debt comprises a US$180m eight-year term loan B at 250bp over Libor. A US$60m seven-year capex/acquisition line at 225bp and a US$27m seven-year revolver at 225bp. Close Brothers, an investor since 2003, has reinvested some of the proceeds from the sale of its 50% stake to keep a minority interest.
Target nation: France
Date announced: 24/10/07
Sponsor (s):
Mandated arranger (s): Goldman Sachs
Financing: €3bn
Vivarte’s circa €3bn loan, via bookrunners RBS and Goldman Sachs, could see both an increase and a margin flex following a strong oversubscription. BNP Paribas, Calyon, Natixis and UBS joined as joint lead arrangers ahead of launch. Banks were invited in on €30m for 60bp and €15m for 45bp. The debt comprises a €1.12bn term loan B priced at 225bp over Euribor and a €1.12bn term loan C at 275bp over Euribor. There is a second lien of €245m at 425bp over Euribor, and a mezzanine tranche of €245m at 825bp over Euribor. The loan backs Charterhouse’s buyout of Vivarte, which is a French clothing and shoes retailer.
Target nation: Netherlands
Date announced: 18/12/06
Deal type: LBO
Acquirer (s): 3i
Total value: Undisclosed
Mandated arranger (s):
Financing: €199m
Syndication of VNU Business Media’s €199m loan has closed oversubscribed but will not be flexed. Bookrunners are BNP Paribas and SG, Bank of Ireland joined as a mandated lead arranger ahead of launch. Debt comprises a €166.5m eight-year term loan B at 275bp over Euribor, a €10m seven-year revolver at 225bp and a €22.5m nine-year term loan C at 475bp over Euribor. VNU Business Media is a Dutch business-to-business publisher acquired by 3i in February 2007. As of December 2006, its EBITDA was €33m. The net senior leverage was around 4.8 times EBITDA and the net leverage around 5.5 times EBITDA.
Target nation: Netherlands
Date announced: 26/03/07
Deal type: LBO
Acquirer (s): Bridgepoint
Total value: €774m
Mandated arranger (s): ING and SG
Financing: €737.5m
ING and SG have been mandated to arrange a €737.5m debt package supporting Bridgepoint’s acquisition of Wolters Kluwer’s Educational Publications Business (WKE) and subsidiaries. Syndication is expected to launch in mid-May. Facilities include €630m of senior debt, comprising a €430 term loan B and a €150m revolver, a €50m second lien facility and a €107.5m mezzanine facility. Based upon FY 06 pro-forma EBITDA of €75m, net opening senior leverage is 5.4x, 6.1x through the second lien and 7.5x total. WKE is a European educational publisher with market leading positions in primary education, secondary education and vocational education. Its core geographies are the Netherlands, Sweden, UK and Germany.
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