Copeland to price $2.8 billion equivalent secured notes in dollars and euros on Thursday

By Paul A. Harris

Portland, Ore., May 3 – Copeland, the climate technologies business in which Blackstone is acquiring a majority stake from Emerson Electric Co., plans to place approximately $2.8 billion equivalent of senior secured notes due Dec. 15, 2030 (Ba3/BB-/BB-) on Thursday, according to a syndicate source.

The deal, which was set to kick off on Wednesday investor conference calls, features dollar-denominated and euro-denominated tranches: $2.25 billion, initial price talk in the high-6% area, and $500 million equivalent of euro-denominated notes, initial price talk in the mid-6% area.

The Rule 144A and Regulation S for life notes in both tranches come with three years of call protection. They feature 40% equity clawbacks at par plus the full coupons during the non-call period. They also feature 101% change-of-control put provisions.

Proceeds will be used to help fund Blackstone’s acquisition of a majority stake in Copeland, Emerson Electric’s climate technologies business, for $14 billion.

Left bookrunner Barclays will bill and deliver. RBC Capital Markets LLC, Wells Fargo Securities LLC, SMBC Nikko Securities America Inc., Goldman Sachs & Co. LLC, BNP Paribas Securities Corp., HSBC Securities (USA) Inc., J.P. Morgan Securities LLC, Mizuho Securities USA Inc., Truist Securities Inc., BofA Securities Inc., MUFG Securities America Inc., Scotia Capital (USA) Inc., TD Securities (USA) LLC, CIBC World Markets Corp., Regions Securities LLC, Fifth Third Securities Inc. and U.S. Bancorp Investments Inc. are the joint bookrunners.

The issuing entity will be Emerald Debt Merger Sub LLC, a Blackstone subsidiary created to help effect the acquisition.

Copeland is a manufacturer of mission critical, highly engineered heating, ventilation, air conditioning and refrigeration components.

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