Endo to offer $1.44 billion of notes; pricing expected June 22 week

By Paul Deckelman

New York, June 19 – Endo International plc plans to offer $1,435,000,000 of senior notes (expected ratings B1/B), with pricing expected during the June 22 week, high-yield syndicate sources said Friday.

The Dublin, Ireland-based pharmaceutical company will offer the new paper via its wholly owned subsidiaries, Endo Ltd., Endo Finance LLC and Endo Finco Inc.

The company did not provide any details as to whether the issue would be one or more tranches, nor was there any indication of the maturity or maturities of the planned notes.

The Rule 144A and Regulation S for life transaction will be brought to market via joint bookrunning managers Barclays, which will handle billing and delivery, Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc.

BofA Merrill Lynch, DnB NOR Markets Inc., Morgan Stanley & Co. LLC, RBC Capital Markets Corp. and SMBC Nikko Securities America, Inc. will be co-managers on the deal.

The notes will be marketed to potential investors via a roadshow that will begin on Monday in New York with a group lunch. There will be conference calls on Tuesday and Wednesday, with pricing expected thereafter. The deal will also be marketed via NetRoadshow.

Covenants for the new notes will be the same as for its existing 2025 notes.

Holders will be able to put the notes to the company at 101% on a change-of-control event.

If the acquisition is not consummated prior to Feb 12, 2016, the issuers will redeem the notes at par plus accrued interest.

Endo said that it plans to use the net proceeds from the proposed offering, together with the proceeds of new senior secured credit facilities and cash on hand, to fund the purchase price of its previously announced acquisition of Woodcliff, N.J.-based Par Pharmaceutical Holdings, Inc., as well as for repayments of Par’s debt and certain transaction expenses. Endo intends to use any remaining proceeds for general corporate purposes, including acquisitions and debt repayment.

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