17 Feb, 2022

Median prices £250M loan for refinancing and acquisition; terms

Median Unternehmensgruppe B.V. & Co. KG has priced a £250 million term loan B due October 2027 at S+600 with a 0% floor offered at 96.5 via a group led by joint global coordinators Barclays, Goldman Sachs and SEB.

The facility is part of a financing that supported Waterland's refinancing of the combined capital structure of Median and Priory Group and acquisition of the group by the private equity firm's continuation fund. The deal also included a €500 million facility that priced at E+500 with a 0% floor offered at 97 in November 2021. The entire financing was first shown on a lender call in September 2021, with the sterling piece guided at S+575-600. Syndication was then postponed in early October.

Final pricing on the sterling loan suggests a yield of 7.44%. Barclays, Goldman Sachs, SEB, the Bank of Ireland and NatWest make up the MLA group.

Ratings are B/B3/B (issuer) and B/B3/B+ (issue) on stable, positive and stable outlooks, respectively, with a 3 recovery rating.

Waterland announced the roughly £1 billion acquisition of Priory Group from Arcadia Healthcare back in December 2020 with the intention of merging it with Median. The merger was supported through a bridge loan, an equity injection, the sale of Priory's education business and cash on balance sheet. Priory Group also closed a sale-and-leaseback of 26 of its properties in June 2021.

The combination of the two groups created a leading European rehabilitation provider, with Priory Group running facilities for the treatment of mental illness, nerve injury, addiction, and eating and other disorders in the U.K., and Median operating the largest group of private rehabilitation clinics and facilities covering rehabilitation, acute and participatory treatment in Germany.

Terms:

Borrower Median BV, Remedco GER
Issue £250 million
UoP Refinancing capital structure, acquisition by continuity fund
Spread S+600
Sonia floor 0%
Price 96.5
Tenor October 2027
YTM 7.44%
Corporate ratings B/B3/B
Facility ratings B/B3/B+
Recovery ratings 3
Financial covenants No
Jt. global coordinators Barclays, Goldman Sachs, SEB
MLAs Barclays, Goldman Sachs, SEB, Bank of Ireland, NatWest
Admin agent Barclays
Sponsor Waterland