Entegris finalizes $460 million term loan at Libor plus 275 bps

By Sara Rosenberg

New York, March 25 - Entegris Inc. firmed pricing on its $460 million seven-year covenant-light term loan B (Ba3/BB+) at Libor plus 275 basis points, the low end of the Libor plus 275 bps to 300 bps talk, according to a market source.

The term loan still has a 0.75% Libor floor, an original issue discount of 99½ and 101 soft call protection for six months.

The company's $545 million senior secured credit facility also includes an $85 million asset-based revolver.

Goldman Sachs Bank USA is leading the financing.

Proceeds will be used to help fund the acquisition of ATMI Inc. for a total equity value of about $1.15 billion on a fully diluted basis, or around $850 million net of cash acquired, including the net cash proceeds from the sale of ATMI's LifeSciences business of $170 million. ATMI shareholders will receive $34 in cash.

Other funds for the transaction will come from $360 million of senior unsecured notes.

Post close, the company will have $820 million of total debt, representing 3.3 times of total debt to 2013 pro forma EBITDA, or two times EBITDA on a net basis.

Closing is expected in the second quarter, subject to the regulatory approvals of both U.S. and international regulators, including expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Act, approval by ATMI shareholders and other customary conditions.

Entegris is a Billerica, Mass.-based provider of products for purifying, protecting and transporting critical materials used in processing and manufacturing in semiconductor and other high-tech industries. ATMI is a Danbury, Conn.-based provider of specialty semiconductor materials and safe, high-purity materials handling and delivery solutions.

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