HeadFirst gets £219 million bridge commitment for Impellam buy

By Sara Rosenberg

New York, Dec. 22 – HeadFirst Global has received a commitment for a £219 million bridge facility to support its acquisition of Impellam Group, according to company announcements.

Barclays is the lead arranger, bookrunner and agent on the bridge facility.

Under the agreement, Impellam shareholders will be entitled to receive 557.2 pence in cash and 392.8 pence in principal amount of loan notes, as well as an interim dividend of 55.9 pence per share and a further cash dividend of 22.4 pence per share. The total shareholder proceeds value the entire issued share capital of Impellam at about £483.2 million.

The bridge facility will be used with €70.75 of equity from funds managed by IceLake to fund the cash portion of the acquisition and to refinance certain existing debt at Impellam.

The loan note consideration consists of 258.2 pence in principal amount of non-convertible loan notes, 67.3 pence in principal amount of fixed-rate tranche A convertible loan notes and 67.3 pence in principal amount of variable fixed-rate extendable tranche B convertible loan notes.

The three-year, with a 12-month extension option, non-convertible loan notes accrue interest at 17% per annum, compounded and capitalized quarterly and payable upon redemption.

Meanwhile, the 12-month and one day tranche A and 12-month and one day tranche B convertible loan notes accrue interest at 12% per annum, compounded and capitalized quarterly. The tranche B notes have a six-month extension option with a reduction in interest.

The convertible loan notes are convertible into up to 20% of Bidco’s total ordinary share capital and preferred share capital.

Closing is expected in the first half of 2024, subject to shareholder approval, the transaction being sanctioned by the court and regulatory approval.

HeadFirst is a Netherlands-based HR tech solutions provide. Impellam is a U.K.-based workforce and specialist recruitment solutions group.

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