US pushback on Ineos repricing

The deadline for responses to Ineos‘ request for an amendment that would allow it to issue new loans, consolidate its senior debt and reduce financing costs on its €7.42bn LBO loan of last year has been extended until tomorrow (May 24). This is because of strong pushback from investors in the US dollar tranches. Barclays is bookrunner.

The issue revolves around differences between the US and European markets now that US-style repricings have come to Europe, particularly when it comes to deals that have US dollar and euro tranches which are syndicated on both sides of the Atlantic.

Repricings on deals in the US trigger call protection provisions, whereas repricings in Europe do not. And this is what the US investors are unhappy about.

European lenders have come into the deal strongly and the new money elements of the deal are already fully subscribed. However, at least 90% of votes must consent to the amendment for it to go through and, given the concerns among US lenders, it is far from certain that consent will be granted.

Lenders are being asked to give the company the ability to raise an extra £300m in term loans to fund a note purchase. The amendment will also allow pricing on Ineos’ term loan A and revolver to be cut from 225bp over Libor to 175bp over Libor and cut the margins on both its euro and US dollar-denominated B and C tranches from 225bp to 200bp if leverage falls below 3.5x net debt to Ebitda. One year 101 soft call protection is offered. Second-lien pricing will fall from 375bp to 350bp. Lenders are offered a 10bp consent fee.

Senior debt currently comprises a €1.57bn seven-year amortising term loan A at 225bp, a €1.775bn eight-year bullet term loan B at 225bp/250bp (US$/€) and a €1.775bn nine-year bullet term loan C at 275/300bp (US$/€).