17 Feb, 2022

Culligan completes $1.1B add-on term loan, $250M DDTL; terms

Culligan International Co. has completed the $1.1 billion incremental first-lien and $250 million delayed-draw term loans, according to sources.

The add-on term loans due July 2028 priced at an original issue discount of 99.25 via a Morgan Stanley-led arranger group. The spread will be based on a pricing grid of 400 basis points over the secured overnight financing rate when leverage is greater than 4.75x, stepping to Sofr+375 when leverage is between 4.25x and 4.75x and Sofr+350 when leverage is less than or equal to 4.25x. The spread will start at 375 bps over Sofr.

There is an accompanying amendment to the issuer's existing $2.1 billion funded first-lien term loan due July 2028 and the $150 million delayed-draw term loan that will transition the spread to the same Sofr-based rate and will price at par. Proceeds from the incremental term loan deal will be used to fund the company's acquisition of Waterlogic Group Holdings Ltd. and for general corporate purposes.

Culligan provides water treatment solutions for homes, offices, restaurants and industrial facilities. Waterlogic designs, manufactures, distributes and operates point-of-use drinking water purification and dispensing systems.

Terms:

Borrower Osmosis Buyer Ltd.
Issue $1.1 billion incremental first-lien term loan, $250 million delayed-draw term loan
UoP M&A
Spread Sofr+375
Sofr floor 0.50%
Price 99.25
Tenor July 2028
YTM 4.45%
Four-year yield 4.53%
Call protection 101 soft call for 6 months
Corporate ratings B/B3
Facility ratings B/B3
Recovery ratings 3
Financial covenants None
Arrangers MS/Citi/JPM
Admin agent MS
Px Talk Sofr-based grid/0.75%/99-99.5
Sponsor BDT Capital Partners
Notes No CSA. Ticking fee: 0% margin first 45 days, 50% margin days 46-90, 100% margin thereafter