Citrix/Picard kicks off $4 billion offering of 6.5-year secured notes; pricing Sept. 19 week

By Paul A. Harris and Sara Rosenberg

Portland, Ore., Sept. 12 – Picard Midco, Inc. kicked off a $4 billion offering of 6.5-year senior secured notes backing the buyout of Citrix Systems Inc. by Vista Equity Partners and Evergreen Coast Capital Corp. on Monday, according to market sources.

The deal, which had been sidelined for weeks owing to market conditions, is set to officially launch on an investor call set for 10:30 a.m. ET on Tuesday and is scheduled to price on Sept. 19.

Early whisper is in the high 8% area, a portfolio manager said.

Credit Suisse Securities (USA) LLC is the left bookrunner. BofA Securities Inc., Goldman Sachs & Co. LLC, Barclays, Citigroup Global Markets Inc., Deutsche Bank Securities Inc., KKR Capital Markets LLC, Mizuho Securities USA Inc., Morgan Stanley & Co. LLC, RBC Capital Markets LLC, Apollo Global Securities LLC, Jefferies LLC, BMO Capital Markets Corp., BNP Paribas Securities Corp., Guggenheim, HSBC Securities (USA) Inc., Macquarie Capital (USA) Inc., Nomura Securities International Inc., Truist Securities Inc., UBS Securities LLC, Wells Fargo Securities LLC, KeyBanc Capital Markets Inc., MUFG, Scotia Capital (USA) Inc., SG Americas Securities LLC, Stifel Nicolaus & Co. Inc., SPC, TD Securities (USA) LLC, Fifth Third Securities Inc., ING Financial Markets LLC, IMI, Natixis Securities Americas LLC, Santander Investment Securities Inc. and U.S. Bancorp Investments Inc. are the joint bookrunners.

The notes become callable after three years at par plus 50% of the coupon. They feature a three-year 40% equity clawback and a 101% poison put.

The notes offering was upsized to $4 billion from $3.5 billion (initially $3 billion) with the shift of proceeds to the notes from the term loan A, reducing the loan to $2.5 billion from $3 billion (initially $3.5 billion).

As previously reported, the company is also getting a $4.05 billion term loan B, a $500 million equivalent euro-denominated term loan B and a $1 billion five-year revolver.

Proceeds plus preferred stock and equity will be used to fund the buyout, as well as the merger of Citrix with Tibco Software Inc., a Vista portfolio company, to repay substantially all of Citrix’s and Tibco’s debt and for general corporate purposes.

Citrix, based in Fort Lauderdale, Fla., and Tibco, based in Palo Alto, Calif. are business technology and software companies.

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