Commentary & Deal Flow

MKS Inc (MKSI) EUR1bn 144A/Reg S sr notes due 02/15/34 (8y). NC3 (02/15/29) (MWC B+50bp), then at 102.125 02/15/29, 101.0625 02/15/20, 100 02/15/31. Equity claw: 3y 40% at 104.25. Ba2/BB-/BB (stable/stable/stable). Via JPM/BofA/HSBC/Miz/MS/PNC/UBS/Barc/Citi/Citizens/TD jt books. No Reg Rights. List ISE. NY law. CoC at 101. Pays Feb 15 and Aug 15, starting 08/15/26. Denoms 100k x 1k. Settles 02/04 (T+5). Reg S ISIN: XS3281721863. IPT: 4.75% - 5.00%. Price talk: 4.50%-4.75%. Final price talk: 4.375% area (+/- 12.5bp).

Priced: 4.25% at 100. +155bp vs DBR 2.20% 02/15/34.

Did investor call 3pm UKT 01/26. Books closed at 12pm UKT 01/28. Reconfirms were due by 1:15pm UKT 01/28. (Term loan commitments were due 01/28 (US$ at 10am NYT, EUR at 12pm UKT). UOP: Along with a new term loan B ($914m and EUR587m) and $100m cash on hand, to prepay approximately $1.274bn of its existing $2.188bn USD Term Loan B and refinance the remaining $914m, and refinance in full the existing EUR587m EUR Term Loan B. Biz: MKS delivers foundational technology solutions to semiconductor manufacturing, electronics and packaging, and specialty industrial applications. HQ: Andover, MA.