04/29/2022 Castle UK Finco PLC (Miller Homes)
(MLRHOM) GBP815m equivalent (GBP/EUR) 144A/Reg S sr notes 2-part. B1/B+/BB- (stable/stable/stable). Via HSBC (B&D GBP tranche)/Barc (B&D EUR tranche) jt glocos/CS/DB/GS/Lloyds/RBC/StanChart jt books. No reg rights. New York Law. List ISE. Settles 05/09 (T+5).
- GBP425m sr sec fixed rate notes due 05/15/29 (7y). NC3 (MWC G+50bp), then at 103.50, 101.75, 100. Equity claw: 3y 40% at 107.00. Special call: 10% per year the first 3 years at 103. Reg S ISIN: XS2447921896. IPT: mid-high 7s. Price talk: 8.00%-8.25% yield. Final terms: GBP425m 7.00% at 93.45, yield 8.25%. Priced: 7.00% at 93.45, yield 8.25%. +650bp vs 0.5% Gilt 01/31/29.
- EUR465m sr sec FRN due 05/15/28 (6y). NC1 (MWC B+5bp), then at 100. Equity claw: 1y 40% at 105.25. Floats/pays quarterly vs 3mE (0% floor). Reg S ISIN: XS2447921466. IPT: E+525bp (0% floor) at 98.00 OID. Px talk: E+525bp (0% floor) at 97.00-98.00 OID. Final terms: EUR465m E+525bp (0% floor) at 97.00. Priced: E+525bp (0% floor) at 97.00. Roadshow 04/25-27 (investor call at 1pm UKT 04/25). Books closed at 8:30am UKT 04/29. UOP: repay EUR815m bridge loan incurred to fund the LBO of Miller Homes by Apollo from Bridgepoint, management sellers an EBT and other third party sellers for GBP1.2bn total consideration (GB856m share consideration and GBP357m repayment of Miller Homes' debt. Apollo contributed GBP496m in equity and management rolled over GBP31.6m in equity. Biz: one of the largest privately owned UK housebuilders, focusing on family homes in attractive geographic regions outside of London and the South East of the UK (Midlands & South, North, and Scotland). HQ: Edinburgh, Scotland (The acquisition was announced 12/24/21 and closed 03/31/22).