07/16/2021 Constellation Automotive Financing PLC
GBP695m (up from GBP650m) 144A/Reg S sr sec 1st lien notes due 07/15/27 (6y), NC2 (MWC G+50bp), then at 102.4375, 101.2188, 100. B2 NR/B- (stable/--/stable). Via Barc (B&D)/HSBC jt glocos/Santander jt books. No reg rights. List ISE. NY law. Settles 07/28 (T+8). Reg S ISIN: XS2366652084. IPT: low 5s. Px talk: 5.00% area. Priced: 4.875% at 100, 4.877% YTM. +455.6bp vs UKT 1.25% 07/22/27. Roadshow (1x1s) 07/12-13 (investor call at 2pm UKT Mon). Books closed at 12:30pm UKT 07/16 (originally closing at 10am UKT 07/16). UOP: along with Constellation Automotive Limited GBP740m (down from GBP785m) equivalent (GBP400m and EUR400m) 7y sr sec 1st lien term loan (rated B2/NR/B-) and GBP325m 8y sr sec 2nd lien term loan (rated Caa2/NR/CCC) via Barc/HSBC/Santander (lender call 07/09, commitments due 07/16), to repay GBP1.3bn existing debt and fund a GBP403m holdco distribution (the GBP45 upsize was shifted from the 1st lien term loan). The expectation is that the distribution will be used to invest in the Cinch online car-buying platform (which was moved outside of the restricted group in September 2020) and redeem some preference shares that sit above the restricted group. Equity sponsor: TDR Capital. In May Constellation Auto raised $1.4bn in equity from the Abu Dhabi Investment Authority and Singapore’s GIC, as well as Neuberger Berman and Soros Fund Management LLC, the proceeds of which will also be used to expand its Cinch platform. Biz: a leading used car remarketing platform in Europe. HQ: Farnham, UK.