10/22/2021 Burger King France SAS/Midco GB (BGRKNG) EUR855m 144A/Reg S 2-part. Via BNP (B&D sr sec)/JPM (B&D PIK notes) jt glocos/BofA/CA/CS/GS/MS jt books. No Reg rights. List Lux. NY law. Settles 11/02 (T+7).
- Burger King France SAS EUR620m sr sec FRN due 11/01/26 (5y). NC1 (MWC B+50bp), then at 101, par. B3/B- (stable/stable). Qrtly pay. Reg S ISIN: 240303192. IPT: low 5s. Price talk: E+475-500bp at par. Launched: EUR620m E+475bp at par. Priced: 3mE+475bp (0% floor) at 100.
- Midco GB EUR235m sr pay-if-you-can PIK toggle notes due 11/01/27 (6y). NC2.5 (MWC B+50bp), then at 103.875, 101.9375, 100. IPO claw: 1st 24mos up to 100% at 103 (up from 102), last 6mos 40% at 104. NR/CCC (--/stable). 1st 2 and final interest payment in cash. Reg S ISIN: 2402071760. IPT: low 8s. Price talk: 7.75%-8.00% at par. Launched: EUR235m 7.75% (+75bp if PIK) at par. Priced: 7.75% (+75bp if PIK) at 100. +810bp vs DBR 0% 11/15/27.
Dropped: EUR sr sec fixed-rate due 2026 (5y). NC2 (MWC B+50bp) (50%,25%,par). Equity claw: 2y 40%. B3/B- (stable/stable). IPT: low 5s. Price talk: 4.75%-5.00% at par. The EUR620m sr sec notes total size was originally split between the floating and fixed rate tranches with a EUR250m minimum for each tranche.
Did investor call at 11am UKT 1019. 1x1 virtual meetings 10/19-21. Books closed at 3pm UKT 10/22 (originally closing at 2:30pm UKT 10/22). UOP: along with EUR95m cash on hand and EUR240m cash from the sale of Quick restaurants, to repay debt (PGE loan (state-backed loane - pret garanti par l'etat) EUR80m, EUR20m drawn on its revolver, existing EUR310m 1st lien FRN due 05/01/23 (callable at par), EUR325 6% 1st lien notes due 05/01/24 (callable at 101.50), EUR227m PIK toggle notes, EUR168m mezzanine loan) and EUR16m cash on B/S at the midco level . Biz: second largest QSR chain in the French market. HQ: Saint-Denis, France.