Commentary & Deal Flow

ZF North America Capital Inc (ZF Friedrichshafen AG) (ZFFNGR) US$1.5bn (up from US$1.25bn and US$750m) 144A/Reg S sr notes due 03/24/31 (5.5y). NCL (MWC, 2mo par call). Existing Ba2/BB-. Via Barc/GS/JPM (B&D)/Mizuho jt glocos/BofA/DBS jt books. No reg rights. NY law. CoC at 101. Denoms: 150kx1k. Settles 09/24 (T+6). IPT: 7.875% area. Price talk: 7.625% area. $750m upsize for GCP and debt refinancing.

Launched: US$1.5bn at 7.50%.

Roadshow (a series of fixed income investor calls) 09/15. Books closed at 12pm NYT 09/16. Pricing 09/16 NY afternoon. UOP: GCP (which may include repaying or refinancing existing debt), and to fund the tender offers for ZF Europe Finance BV EUR900m 2% sr notes due 02/23/26 (tender price 99.75) and ZF Finance GmbH EUR650m 5.75% sr notes due 08/03/26 (tender price 102.25), dealer managers BoFA/LBW/SMBC ($750m upsize for GCP and debt refinancing). Biz: a global leader in the design, manufacturing and sale of driveline and chassis technology as well as active and passive safety technology for the automotive industry and certain industrial sectors. HQ: Friedrichshafen, Germany.

Netroadshow link: www.netroadshow.com/nrs/home/#!/?show=369b036c. Entry code: manufacturing34.