By Paul A. Harris
Portland, Ore., April 22 – BCPE Empire Holdings, Inc., which does business as Imperial Dade, priced a $660 million issue of 7 5/8% six-year senior notes (Caa2/CCC) at 99.407 to yield 7¾% on Thursday, according to market sources.
The issue size increased from $655 million.
The yield printed at the tight end of the 7¾% to 8% yield talk. Initial guidance was in the mid-to-high 7% area.
The bonds broke to stronger secondary market prices and were 101 3/8 bid, 101 7/8 offered at Thursday’s close, a trader said.
The deal underwent covenant changes, which primarily bear upon how the company may disburse cash and incur additional debt.
Credit Suisse Securities (USA) LLC was the lead left bookrunner. Joint bookrunners were Barclays, J.P. Morgan Securities LLC and Citizens Capital Markets Inc.
The notes were sold via BCPE Empire Topco, Inc.
The Jersey City, N.J.-based supplier of food service products, sanitation and janitorial supplies plans to use the proceeds to pay off its second-lien term loan, to repay $30 million under its ABL facility expected to be incurred prior to- or substantially concurrent with the consummation of notes offer, and to fund dividend to stockholders.
| Issuer: | BCPE Empire Topco, Inc.
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| Amount: | $660 million, increased from $655 million
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| Maturity: | May 1, 2027
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| Securities: | Senior notes
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| Left bookrunner: | Credit Suisse Securities (USA) LLC
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| Joint bookrunners: | Barclays, J.P. Morgan Securities LLC and Citizens Capital Markets Inc.
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| Coupon: | 7 5/8%
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| Price: | 99.407
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| Yield: | 7¾%
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| Spread: | 669 bps
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| First call: | May 1, 2023 at 102
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| Equity clawback: | 40% at par plus coupon until May 1, 2022, then 100% at 102 until April 30, 2023, then 100% at 101 until April 30, 2024
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| Trade date: | April 22
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| Settlement date: | April 28
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| Ratings: | Moody's: Caa2
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| S&P: CCC
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| Distribution: | Rule 144A and Regulation S
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| Price talk: | 7¾% to 8%
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| Marketing: | Roadshow
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