New Issue: Endo Pharmaceuticals prices upsized $900 million two-part senior notes

By Paul A. Harris

Portland, Ore., June 3 - Endo Pharmaceuticals Holdings Inc. priced an upsized, restructured $900 million two-part senior notes transaction (Ba3/BB-/) on Friday, according to informed sources.

The Chadds Ford, Pa.-based specialty health care company priced a $500 million tranche of eight-year notes at par to yield 7%.

The eight-year notes priced at the wide end of price talk which had been set in the 6 7/8% area. Call protection for the eight-year notes was extended to four years from three years.

Endo also priced a $400 million tranche of 10.5-year notes at par to yield 7¼%. The 10.5-year notes also priced at the wide end of price talk which had been set in the 7 1/8% area. The maturity was decreased to 10.5 years from 12 years.

The total size was increased from $700 million.

Bank of America Merrill Lynch, Morgan Stanley & Co., Inc., Citigroup Global Markets Inc. and Deutsche Bank Securities Inc. were the joint bookrunners.

Proceeds, along with cash on hand and funds from a new $2.9 billion credit facility, will be used to finance Endo's acquisition of American Medical Systems and to refinance American Medical Systems debt and Endo's existing credit facility.

Issuer:	Endo Pharmaceuticals Holdings Inc.
Amount:	$900 million (increased from $700 million)
Securities:	Senior notes
Bookrunners:	Bank of America Merrill Lynch, Morgan Stanley & Co., Inc., Citigroup Global Markets Inc., Deutsche Bank Securities Inc.
Co-managers:	Barclays Capital Inc., Credit Suisse Securities (USC) LLC, Lazard Capital Markets, RBC Capital Markets
Change of control put:	101%
Trade date:	June 3
Settlement date:	June 8
Ratings:	Moody's: Ba3
	Standard & Poor's: BB-
Distribution:	Rule 144A with registration rights and Regulation S
Marketing:	Roadshow
Eight-year notes
Amount:	$500 million
Maturity:	July 15, 2019
Coupon:	7%
Price:	Par
Yield:	7%
Spread:	450 bps
Call features:	Make-whole call at Treasuries plus 50 bps until July 15, 2015, then callable at 103.5, 101.75, par on and after July 15, 2017
Equity clawback:	35% at 107 until July 15, 2014
Price talk:	6 7/8% area
Ten and a half-year notes
Amount:	$400 million
Maturity:	Jan. 15, 2022
Coupon:	7¼%
Price:	Par
Yield:	7¼%
Spread:	425 bps
Call features:	Make-whole call at Treasuries plus 50 bps until July 15, 2016, then callable at 103.625, 102.417, 101.208, par on July 15, 2019
Equity clawback:	35% at 107.25 until July 15, 2014
Price talk:	7 1/8% area

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