29 Oct, 2021

Equiniti/AST prices M&A bonds at par to yield 8.5%; terms

A $350 million offering of eight-year senior notes supporting the combination of Equiniti Group PLC and American Stock Transfer & Trust Co. has priced at the wide end of guidance, according to sources. Goldman Sachs acted as lead bookrunner on the deal.

Equiniti, backed by Siris, provides shareholder, pension, remediation and credit technology in the U.S. and the U.K. AST provides shareholder technology in the U.S.

Financing for the tie-up also includes a $900 million-equivalent, seven-year term loan B, split across dollar- and sterling-denominated tranches. Proceeds will also be used for refinancing purposes, and any remaining funds are earmarked for general corporate purposes.

Revisions to the bond's documentation were made prior to pricing to tighten language pertaining to the limitation on restricted payments, permitted liens and limitation on indebtedness covenants, sources said.

Armor Holdco Inc. is the issuing entity. Corporate ratings are B/B2, with a stable outlook from both s&P Global Ratings and Moody's.

Terms:

Issuer Armor Holdco Inc.
Ratings CCC+/Caa1
Amount $350 million
Issue Senior notes (144A/Reg S)
Coupon 8.5%
Price 100
Yield 8.5%
Spread T+702
Maturity Nov. 15, 2029
Call Non-call three (first call at 104.25% on Nov. 15, 2024; then 102.125% on Nov. 15, 2025; then par on Nov. 15, 2026, and thereafter).
Trade (date) Oct. 29, 2021
Settle Nov. 15, 2021 (T+10)
Bookrunners GS (Left)/BofA/DB/Lloyds
Price talk 8.25-8.50%
Notes Up-to-40% equity claw at 108.5% prior to Nov. 15, 2024; make-whole at T+50 prior to Nov. 15, 2024; change of control put at 101%.