2 Mar, 2022

Entegris completes $2.495B term loan for acquisition wide of talk; terms

Entegris, Inc. has completed its $2.495 billion, seven-year covenant-lite term loan B that will be used to support the company's acquisition of CMC Materials Inc., according to sources.

The term loan priced wide of talk at a spread of 300 basis points over the secured overnight financing rate, with a 0% Sofr floor and an original issue discount of 99 via a Morgan Stanley-led arranger group. Financing for the acquisition will also include $1.6 billion of additional secured debt and $800 million of unsecured debt. Entegris announced in December 2021 that it was acquiring CMC in a cash-and-stock deal with an enterprise value of $6.5 billion. In addition to the new debt financing, the company plans to have an upsized and extended revolver of $575 million.

Billerica, Mass.-based Entegris supplies advanced materials and process solutions for the semiconductor and other high-technology industries. CMC Materials supplies consumable materials primarily for the semiconductor industry.

Terms:

Borrower Entegris Inc.
Issue $2.495 billion term loan B
UoP M&A
Spread Sofr+300
Sofr floor 0.00%
Price 99
Tenor 7-year
YTM 3.51%
Four-year yield 3.62%
Call protection 101 soft call for 6 months
Corporate ratings BB+/Ba1
Facility ratings BB+/Baa3
Recovery ratings 3
Financial covenants None
Arrangers MS/Barc/BofA/Citi/PNC/Truist/WF
Admin agent MS
Px Talk Sofr+275-300/0%/99.5
Sponsor Public
Notes No CSA. Ticking fee: None 0% margin first 45 days, 50% margin days 46-90, 100% margin thereafter.