New Issue: Refinitiv prices downsized $4.25 billion notes in four tranches

By Paul A. Harris

Portland, Ore., Sept. 18 – Refinitiv priced a downsized $4.25 billion equivalent amount of high-yield notes in four tranches on Tuesday.

A downsized $1.25 billion tranche of 7.5-year first-lien notes (B2/B/BB+) priced at par to yield 6¼%. The yield printed at the tight end of the 6¼% to 6 3/8% final yield talk. Earlier talk was in the 6½% area. Initial guidance in the low 7% area. The tranche was downsized from $2 billion.

An €860 million tranche of 7.5-year euro-denominated first-lien notes (B2/B/BB+) priced at par to yield 4½%. The yield printed at the tight end of the 4½% to 4 5/8% final yield talk. Earlier talk was in the 4¾% area. Initial guidance was in the 5% area.

In the unsecured tranches, a downsized $1,575,000,000 tranche of eight-year senior notes (Caa2/B-/B+) priced at par to yield 8¼% The yield printed at the tight end of the 8¼% to 8 3/8% final yield talk. Earlier talk was in the 8½% area. Initial guidance was in the low 9% area. The tranche is downsized from $1.8 billion.

And a downsized €365 million tranche of eight-year senior notes (Caa2/B-/B+) priced at par to yield 6 7/8%. The yield printed at the tight end of the 6 7/8% to 7% final yield talk. Earlier talk was in the 7¼% area. Initial guidance was in the 7% area. The euro-denominated senior notes tranche was downsized from $700 million equivalent.

The four-part bond offering was downsized from $5.5 billion equivalent in a shift of proceeds, which saw the term loan increased by $1.25 billion, upping its size to $9.25 billion equivalent from $8 billion equivalent.

JPMorgan was the global coordinator and physical bookrunner.

BofA Merrill Lynch, Citigroup, Wells Fargo, Morgan Stanley, Goldman Sachs, UBS, Credit Suisse, HSBC, Deutsche Bank, Barclays, RBC and SMBC were joint bookrunners.

Proceeds from the bonds and loans will be used to help fund the acquisition of a 55% stake in Thomson Reuters Financial & Risk by Blackstone, Canada Pension Plan Investment Board and GIC, and for general corporate purposes.

When the acquisition is completed, Thomson Reuters’ Financial & Risk US Holdings Inc. will be renamed as Refinitiv US Holdings Inc.

Issuer:	Refinitiv US Holdings Inc.
Amount:	$4.25 billion equivalent, decreased from $5.5 billion
Global coordinator, physical books: JPMorgan
Bookrunners:	BofA Merrill Lynch, Citigroup, Wells Fargo, Morgan Stanley, Goldman Sachs, UBS, Credit Suisse, HSBC, Deutsche Bank, Barclays, RBC and SMBC
Co-managers:	MUFG, Mizuho, SG CIB, Standard Chartered, Natixis, BMO, TD, UniCredit, Banca IMI, Jefferies and Blackstone
Trade date:	Sept. 18
Settlement date:	Oct. 1
Distribution:	Rule 144A and Regulation S for life
Marketing:	Roadshow
Dollar first-lien notes
Amount:	$1.25 billion, decreased from $2 billion
Maturity:	May 15, 2026
Coupon:	6¼%
Price:	Par
Yield:	6¼%
Call protection:	Three years
Ratings:	Moody's: B2
	S&P: B
	Fitch: BB+
Price talk:	6¼% to 6 3/8%, from 6½% area
Euro first-lien notes
Amount:	€860 million
Maturity:	May 15, 2026
Coupon:	4½%
Price:	Par
Yield:	4½%
Call protection:	Three years
Ratings:	Moody's: B2
	S&P: B
	Fitch: BB+
Price talk:	4½% to 4 5/8%, from 4¾% area
Dollar unsecured notes
Amount:	$1,575,000,000, decreased from $1.8 billion
Maturity:	Nov. 15, 2026
Coupon:	8¼%
Price:	Par
Yield:	8¼%
Call protection:	Three years
Ratings:	Moody’s: Caa2
	S&P: B-
	Fitch: B+
Price talk:	8¼% to 8 3/8%, from 8½% area
Euro unsecured notes
Amount:	€365 million, decreased from $700 million equivalent
Maturity:	Nov. 15, 2026
Coupon:	6 7/8%
Price:	Par
Yield:	6 7/8%
Call protection:	Three years
Ratings:	Moody's: Caa2
	S&P: B-
	Fitch: B+
Price talk:	6 7/8% to 7%, from 7¼% area

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