Commentary & Deal Flow

Breakwater Energy Holdings Sarl $725m (down from $800m) 144A/Reg S sr sec notes due 2030 (5y). NC2 (MWC T+50bp) (50%,25%,par). Equity claw: 2y 40%. Special call: 10% per year the 1st 2 years at 103. B1/B+/BBB- (stable/stable/stable). Via JPM sole gloco and physical books/GS/MS jt active books/Citi jt books, EIG as co-manager. No reg rights. List ISE. NY law. CoC at 101. Denoms: 250kx1k. IPT: low 9s. $75m downsize removes the $75m dividend.

Price talk: 9.25%-9.50%.

Roadshow (small group calls) 11/03-05 (investor call at 11am NYT 11/03). Books close at 11am NYT / 4pm UKT 11/06. Pricing 11/06. UOP: pay in full the remaining $705m deferred purchase price consideration (and originally also paying a $75m distribution to shareholders). Equity sponsor: EIG partners. Biz: Breakwater is the investment vehicle supporting EIG Partner’s 25% ownership interest in Repsol E&P, the upstream oil and gas business of Repsol S.A. (total consideration for the 25% non-operated minority interest in Repsol E&P was $4.8bn) that was converted into a Joint Venture in 2023. HQ: Luxembourg (Repsol SA is headquartered in Madrid, Spain). 

Deal Roadshow link: https://dealroadshow.com/e/BREAK2025 (available now).