Nielsen raises U.S. term loan B to $2.1 billion, sets OID at 89

By Sara Rosenberg

New York, Nov. 22 – Nielsen Holdings plc (Neptune Bidco US Inc.) upsized its U.S. term loan B due April 2029 to $2.1 billion from $1.5 billion and firmed the original issue discount at 89, the wide end of the 89 to 90 talk, according to a market source.

Pricing on the U.S. term loan B remained at SOFR+10 basis points CSA plus 500 bps with a 0.5% floor.

The company also set the discount on its minimum €250 million term loan B due April 2029 at 89, the wide end of the 89 to 90 talk, the source said.

Pricing on the euro term loan is still Euribor plus 500 bps with a 0% floor.

Both term loans have 101 soft call protection for one year.

Changes were made to documentation as well, including revising the 50 bps MFN sunset to two years from one year, reducing the free and clear incremental basket, removing step-downs from the asset sale sweep and modifying excess cash flow sweep step-downs.

BofA Securities Inc., Barclays, Credit Suisse, Mizuho, Citigroup Global Markets Inc., HSBC Securities, KKR Capital Markets LLC, Nomura Securities International Inc., BMO Capital Markets Corp., Goldman Sachs, Jefferies LLC, Macquarie Capital, Morgan Stanley Senior Funding Inc., RBC Capital Markets LLC, Truist Securities Inc., BNP Paribas Securities Corp., CIBC, Fifth Third Bank and MUFG are the bookrunners on the deal.

Commitments for the U.S. term loan were scheduled to be due at 3:15 p.m. ET on Tuesday, and commitments for the euro term loan are due at 5 a.m. ET on Wednesday, the source added.

Proceeds will be used to help fund the recently completed buyout of the company by a private equity consortium led by Evergreen Coast Capital Corp. and Brookfield Business Partners LP for $28 per share in an all-cash transaction valued at about $16 billion, including the assumption of debt.

Upon closing on the buyout, the company revealed in a filing with the Securities and Exchange Commission that, to help fund the transaction, it entered into senior secured credit facilities comprised of a $650 million revolver, a $2.5 billion term loan A, a $3.35 billion term loan B and a €510 million term loan B.

The institutional debt funded at closing had not been syndicated.

The company also obtained a $2.15 billion secured second-lien term loan with Ares Capital Corp. as administrative agent.

Nielsen is a New York-based provider of audience measurement, data and analytics.

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