By Paul Deckelman
New York, July 13 – Audatex North America Inc. priced an $850 million add-on to its existing $565 million of 6 1/8% senior unsecured notes due Nov. 1, 2023 (B1/BB-), high-yield primaryside sources said Monday.
The quick-to-market issue priced after it was restructured; the originally announced two-tranche offering consisting of the add-on plus a new tranche of 10-year notes carrying five years of call protection became just a one-tranche transaction, with the planned 10-year note tranche dropped.
The notes priced at 99.5 to yield 6.201%.
Price talk on the notes had been par-to-100.5.
The Rule 144A/Regulation S for life offering was brought to market via sole bookrunning manager Goldman Sachs & Co.
It was marketed to potential investors via a mid-morning conference call as well as via Netroadshow.
The new notes will be immediately fungible with the existing notes and will carry the same indenture terms.
Audatex, a wholly owned indirect subsidiary of Solera Holdings, Inc., a Westlake, Texas-based provider of software and services to the automobile insurance claims processing industry, originally sold $340 million of the 6 1/8% notes in 2013, pricing them at par in a quick-to-market transaction on Oct. 27 of that year, along with a $510 million add-on to its existing 6% senior notes due June 15, 2021.
It priced another $225 million of the 6 1/8% notes, along with another $175 million of the 6% 2021 notes, in a second quick-to-market transaction on Nov. 12, 2014, with those 2023 add-on notes pricing at 104.5 to yield 5.48%.
Like the outstanding notes, the new notes can only be called before Nov. 1, 2018 via a make-whole call at Treasuries plus 50 basis points.
The company said that it expects to generate net proceeds from the new deal of about $845.6 million after discounts, commissions and expenses. It plans to use $594.4 million of the proceeds to complete the purchase of the equity interests in its Service Repair Solutions joint venture from its joint venture partner, and will use $200 million of the proceeds to repay all of its outstanding borrowings under the senior unsecured interim credit facility that it entered into in connection with its acquisition of DMEautomotive, LLC on June 2 and pay related fees and expenses.
It intends to use any remaining net proceeds for general corporate purposes, including continuing to actively seek, evaluate and potentially pursue strategic initiatives. Such strategic initiatives may include future acquisitions, joint ventures, investments or other business development opportunities.
| Issuer: | Audatex North America, Inc.
|
| Guarantor: | Solera Holdings, Inc.
|
| Face amount: | $850 million
|
| Gross Proceeds: | $845,755,900
|
| Securities: | Add-on to existing senior notes
|
| Maturity: | Nov. 1, 2023
|
| Bookrunner: | Goldman Sachs & Co.
|
| Coupon: | 6 1/8%
|
| Price: | 99.5
|
| Yield: | 6.201%
|
| Spread: | 389 bps vs. 2.750% UST due Nov.15, 2023
|
| Call: | Make-whole call at Treasuries + 50 bps till Nov. 1, 2018, then callable at 103.063; callable on or after Nov. 1, 2019 at 102.042; callable on or after Nov. 1, 2020 at 101.021; then finally callable on or after Nov. 1, 2021 at par
|
| Trade date: | July 13
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| Settlement date: | July 16 (T+3)
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| Ratings: | Moody's: B1
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| Standard & Poor's: BB-
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| Price talk: | Par-to-100.5
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| Distribution: | Rule 144A for life and Regulation S
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| Marketing: | Quick to market
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| Original issue: | $340 million priced at par on Oct. 17, 2013
|
| First add-on: | $225 million priced at 104.5 to yield 5.48% on Nov. 12, 2014
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