10/21/2021 Paganini BidCo SpA (Multiversity) (MLTIVR) EUR765m 144A/Reg S sr sec FRN due 10/30/28 (7y). NC1 (MWC B+50bp), then par. B2/B (stable/positive). Via BofA (B&D)/DB/UniCredit jt glocos/BNP/CA/IMI jt books. No reg rights. List Lux. NY law. Settles 10/27 (T+4). Reg S ISIN: XS2401961078. IPT mid 4s. Px talk: 3mE+425bp (0% floor) at 99.75 OID. Px talk: 3mE+425bp (0% floor) at 99.75 OID. Priced: 3mE+425bp (0% floor) at 99.75.
Did investor call at 10am UKT 10/18. Small group meetings 10/18-19. Books closed at 3pm UKT 10/21. UOP: along with a EUR222m bridge to cash loan (EUR37m drawn on the new EUR100m revolver), to fund the acquisition of the remaining 50% of Multiversity by CVC from the founder Danilo Iervolino for EUR800m. The notes issuer Paganini will be later reverse merged into Multiversity srl. The EUR222m bridge facility will be reimbursed once the reverse merger is completed using EUR229m cash at Multiversity's intermediate holding cos Wversity and MultiSpa. CVC will contribute EUR42m in equity. Biz: the leading Italian e-learning company. HQ: Rome, Italy.