2 Nov, 2021

HG bonds: Arthur J. Gallagher sets 2-part deal backing revived M&A effort

Arthur J. Gallagher & Co. today completed an upsized $750 million offering of senior notes across 2.40% 10-year notes at T+90 and 3.05% long 30-year bonds at T+115. Proceeds are earmarkedfor general corporate purposes, which may include funding a portion of an in-progress M&A play, according to regulatory filings.

The company on Aug. 12 struck a deal to acquire the treaty reinsurance brokerage operations of Willis Towers Watson PLC for $3.25 billion, with potential additional deferred consideration of up to $750 million, measured off 2024 revenue and subject to be paid in 2025. The development marked the revival of a deal initially announced in May as a proposed regulatory remedy to facilitate a merger of Willis Towers Watson and Aon PLC. The deal was thwarted after the parties terminated the merger in July in the face of resistance to the plan at the U.S. Justice Department.

Arthur J. Gallagher intends to finance the transaction using cash on hand, including the $1.4 billion of net cash it raised in May via a follow-on common stock offering and the $850 million it raised via an offering of 3.50% 30-year senior bonds in May as part of a $1.5 billion, two-part bond offering), as well as short-term borrowings and/or capital market transactions.

Arthur J. Gallagher provides insurance brokerage, consulting and third-party claims settlement and administration services. The company's BBB/Baa2/BBB ratings profile reflects stable outlooks on all sides.

Terms:

Issuer Arthur J. Gallagher & Co.
Ratings BBB/Baa2/BBB
Amount $400 million
Issue SEC-registered senior notes
Coupon 2.400%
Price 99.568
Yield 2.449%
Spread T+90
Maturity Nov. 9, 2031
Call Make-whole T+15 until notes are callable at par from three months prior to maturity
Px Talk IPT T+110 area
Issuer Arthur J. Gallagher & Co.
Ratings BBB/Baa2/BBB
Amount $350 million
Issue SEC-registered senior notes
Coupon 3.050%
Price 98.966
Yield 3.103%
Spread T+115
Maturity March 9, 2052
Call Make-whole T+20 until notes are callable at par from six months prior to maturity
Trade Nov. 2, 2021
Settle Nov. 9, 2021
Books BofA/JPM/BMO/BARC/C
Px Talk IPT T+135 area
Notes Proceeds for general corporate purposes, which may include funding a portion of the WTW transaction; change-of-control put at 101; upsized from $700 million.