Commentary & Deal Flow

The US high yield primary market finally gained pace with five deals added this morning. Three of them priced today and the remaining two are scheduled to price tomorrow. 

Announced this morning and priced this afternoon in the US high yield new issue market were USA Compression Partners LP/USA Compression Finance Corp $600m 8.5yNC3 sr notes, priced 6.75% at 100 (vs price talk of 6.625-6.75%, and IPT of 6.625%-6.875%); IQVIA Inc $2bn 7.5yNC3 sr notes, priced 6.375% at 100 (vs price talk of 6.375% area, and IPT of Mid 6s); and Alcoa $2.6bn sr notes two-part, consisting of Alumina Pty Ltd $1.5bn (from $1bn minimum) 8yNC3, priced 6.625% at 100 (vs price talk of 6.75% area, and IPT of high 6s) and Alcoa Nederland Holding BV $1.1bn (from $1bn minimum) 10yNC5, priced 6.875% at 100 (vs price talk of 7.00% area, and IPT +25bps vs 8y tranche). 

Also announced this morning in the US high yield new issue market were Office Properties Income Trust $425m 5yNC2 sr sec notes (IPT Low 9s); and Shea Homes Limited Partnership/Shea Homes Funding Corp $750m sr notes two-part, consisting of $375m 5.5yNC2 sr notes (IPT 6.625% area) and $375m 8yNC3 sr notes (IPT 7% area). Both deals are scheduled to price tomorrow.

No new deals were announced in the European high yield market this morning as the focus turned to pricing the deals already on the calendar. 

Priced today in the European market was Brightstar Lottery PLC EUR500m 6yNC2 sr sec notes, priced 4.875% at 99.36, yield 5% (vs price talk of 5% area (+/-0.125%) and IPT of low 5s).

And after conducting a series of investor calls starting on Monday, Net Zero Properties Sarl formally announced a new deal for EUR500m (down from EUR550m WNG) 4yNCL green sr notes, final terms of 6.00% at OID ~97.4 (vs IPT of 5.75% area). However, the deal was postponed due to adverse market conditions. 

Also in the European market, price talk was announced for Derichebourg SA EUR800mm sr notes two-part, consisting of 5yNC2, price talk 5.375% area (+/- 12.5bp) (vs IPT of Mid 5%s) and 7yNC3, price talk +50bps vs the 5y tranche (vs IPT of +50bps vs the 5y tranche) tranches, pricing tomorrow. 

The upcoming jumbo sized bond deal for SoftBank Group Corp (SOFTBK) is shaping up to be a big one, and possibly a record for the biggest ever. The market talk has them looking to raise $10bn-$20bn equivalent in US$ and possibly EUR 144A/Reg S notes. The proceeds will be used to repay a portion of the outstanding bridge loan. 

Overnight SoftBank Group Corp announced it had decided to prepay, on 09/15/26, the entire outstanding bridge loan balance of US$25.9bn. $30bn of the US$40bn total facility was originally drawn, to fund its $30bn follow-on OpenAI Investment, and for other AI investments. 

We are taking one deal off the forward calendar. The Integer Holdings Corp (ITGR) LBO by KKR for $127 per share in cash ($5.7bn enterprise value) will be funded with $2.1bn 1st lien term loan B via Citi/KKR/Barc/UBS/Jefferies+, which launched yesterday, and $3.8bn of sponsor equity. There will not be a bond deal. Closing is expected by the end of 2026. Biz: medical device contract development and manufacturing organization (CDMO). HQ: Plano, TX. (Acquisition announced 08/03/26).

With three deals (four tranches) for $5.2bn priced today, the US high yield new issue deal flow for the week has reached $8.45bn. This is already in the mid-range of this week’s syndicate desk estimates of $5bn-$16.5bn (most were in the $8bn-$10bn, but there was one $12.5bn-$16.5bn, and one $5bn-$8bn). Our guess was $10bn.

After a quiet start to the month last week, the US high yield new issue deal flow for September has quickly ramped up this week with month-to-date volume reaching $8.45bn. Syndicate desk estimates for September’s US high yield new issue volume ranged from $30bn to $60bn using wide ends (all were in the $30bn-$50bn range, except one $40bn-$60bn). Our guess was $40bn. 

The US high yield secondary market was under pressure along with stocks and bonds today as US & Iran intensified attacks on each other. UST yields advanced across the curve (10y UST yield +5bps to 4.84%), while stocks continued to fall (DJIA -405; S&P -37; NASDAQ -168). The US high yield cash market was down an 1/8 - 1/4 point. 

The CDX HY46 was down an 1/8 of a point to 107.677.

Today’s US new issues were better in the secondary market after pricing. Alcoa’s 8y tranche and IQVIA were both up 3/8 of a point each, while Alcoa’s 10y tranche and USA Compression were both up an 1/8 of a point each after pricing. The rest of this week’s new issues were mixed today. Tenet Healthcare was down 3/8 of a point since yesterday’s close, while both tranches of Group 1 were up an 1/8 of a point each. 

High yield new issues priced today:

09/09/2026 USA Compression Partners LP/USA Compression Finance Corp (USAC) $600m 144A/Reg S sr notes due 04/01/35 (8.5y). NC3 (10/01/29) (MWC T+50bp), then at 103.375 10/01/29, 101.688 10/01/30, 100 10/01/31. Equity claw: 3y 40% at 106.75. B1/B+/BB (stable/stable/stable). Via JPM/Miz/Barc/BMO/BofA/CIBC/First Citizens/MUFG/PNC/R.James/RBC/Regions/Scotia/SMBC Nikko/TSI/USB/WFS/Zions jt books. No reg rights. CoC at 101. Pays April 01 and Oct 01, starting 04/01/27. Denoms: 2kx1k. Settles 09/18 (T+7). 144A CUSIP: 91740PAJ7; 144A ISIN: US91740PAJ75. IPT: 6.625%-6.875%. Price talk: 6.625%-6.75%. 

Priced: 6.75% at 100. +197bp vs 4.625% 02/15/35. 

Did investor call at 11am 09/09. Books closed at 2pm 09/09. UOP: pay down $600m of the $1.211bn drawn on its ABL revolver. Energy Transfer LP owns the general partner interest (USA Compression GP LLC) and a direct 32% interest in USA Compression Partners LP. The remaining 68% is public float. Biz: natural gas compression services. HQ: Austin, TX. 

DealRoadshow direct link: https://dealroadshow.finsight.com/e/USAC2026. Entry code: USAC2026. Avilable 10 minutes prior. 

09/09/2026 IQVIA Inc (IQV) $2bn 144A/Reg sr unsec notes due 03/15/34 (7.5y). NC3 (09/15/29) (MWC T+50bp), then at 103.188 09/15/29, 101.594 09/15/30, 100 09/15/31. Equity claw: 3y 40% at 106.375. Ba2/BB (stable/stable). Via GS/Barc/BofA/Citi/HSBC/JPM/MUFG/PNC/TD/TSI/WFS jt books, BNP, FITB, ING, RBC, Regions, Huntington as co-managers. No reg rights. CoC at 101. Pays March 15 and Sept 15, starting 03/15/27. Denoms 2kx1k. Settles 09/23 (T+10). 144A CUSIP: 46266TAH1; 144A ISIN: US46266TAH14. IPT: Mid 6s. Price talk:  6.375% area. 

Priced: 6.375% at 100. +163bp vs 4.00% 02/15/34. 

Did investor call at 10am 09/09. Books closed at 1:45pm 09/09. UOP: redeem in full its $1.050bn 5% sr notes due 10/15/26 (callable at 100), and repay $921m of the $1.25bn drawn on its revolver. Biz: A global provider of advanced analytics, technology solutions, and clinical research services to the life sciences industry. HQ; Durham, NC.

DealRoadshow Link & Automated Dial-in Details: https://evercall.co/oacc/79398 

09/09/2026 Alcoa (AA) $2.6bn 144A/Reg sr unsec notes 2-part. Ba1/BB+/BB+ (stable/stable/positive). Via GS/BofA/Citi/JPM/MS/UBS jt lead books. BBVA/BNP/Bradesco/ING/MUFG/PNC/SMBC/TSI jt books, ANZ, BMO, BNY, Sant, Westpac as co-managers. No reg rights. SMR at 100 if the acquisition has not closed by 06/29/27. Settles 09/23 (T+10).

   - Alumina Pty Ltd $1.5bn (from $1bn minimum) sr unsec notes due 09/30/34 (8y). NC3 (09/30/29) (MWC T+50bp), then at 103.313 09/30/29, 101.656 09/30/30, 100 09/30/30. Equity claw: 3y 40% at 106.625. CoC at 101. Pays March 31 and Sept 30, starting 03/31/27. Denoms 200kx1k. 144A CUSIP: 02220AAC1; 144A ISIN: US02220AAC18. IPT: high 6s. Price talk: 6.75% area. Priced: 6.625% at 100. +185bp vs 4.25% 11/15/34.

   - Alcoa Nederland Holding BV $1.1bn (from $1bn minimum) sr unsec notes due 09/30/36 (10y). NC5 (09/30/31) (MWC T+50bp), then at 103.438 09/30/31, 101.719 09/30/32, 100 09/30/33. Equity claw: 3y 40% at 106.875. CoC at 101. Pays March 31 and Sept 30, starting 03/31/27. Denoms 200kx1k. 144A CUSIP: 013822AJ0; 144A ISIN: US0138222AJ08. IPT: +25bps vs 8y tranche. Price talk: 7.00% area. Priced: 6.875% at 100. +205bp vs 4.625% 08/15/36. 

Did investor call at 10am 09/09. Books closed at 1:30pm 09/09. UOP: along with $788m cash on hand, to fund the acquisition of bauxite mine interests, alumina refinery assets, and aluminum smelter assets from South32 Ltd in a cash and stock transaction representing an up-front purchase price of $4.1bn or a $4.7bn enterprise value including the assumed net debt. The transaction consists of $3.1bn in cash, $1bn in stock (~17m AA shares at $58.79), $634m of assumed net debt, as well as an additional CVR worth up to $750m based on the price of aluminum. The transaction is expected to close by Q2 2027. Biz: The issuers are subsidiaries of Alcoa, a global industry leader in alumina and aluminum products. HQ: Pittsburgh, PA.  (Acquisition announced 06/30/26).

Evercall dial-in: https://evercall.co/oacc/34373 

09/09/2026 Brightstar Lottery PLC (BRSL) EUR500m Reg S sr sec notes due 09/15/32 (6y). NC2 (09/15/28) (MWC B+50bp), then at 102.4375 09/15/29, 101.21875 09/15/30, 100 09/15/31. Ba1 (Stable) / BB+ (Stable). Via CA (B&D)/ING jt glocos and physical books/Banca Akros/BNP/BPER/DB/Mediobanca/Santander/UniCredit jt books. List GEM Euronext Dublin. NY law. CoC at 101. Pays semi-annual 03/15 and 09/15, starting 03/15/27 (30/360). Denoms: 100kx1k. Settles 09/17 (T+8). Reg S ISIN: XS3489261019. IPT: Low 5s. Price talk: 5% area (+/-0.125%).

Priced: 4.875% at 99.36, 5% yield. +180bp vs 1.7% DBR 08/15/32.

Did investor call at 10:00am UKT / 11:00am CET 09/08 (also did virtual fixed income investor meetings 09/08). Books closed at 14:45 UKT / 15:45 CET 09/09. UOP: Refinance indebtedness including the concurrent tender offer on the existing 2.375% Senior Secured Notes due April 2028, refinance borrowings under the Revolving Credit Facilities and pay certain fees, costs and expenses incurred in connection with the transaction. Biz: Brightstar is a premier pure play and global leader in lottery focused on innovation and serving nearly 90 lottery customers and their players on six continents. The Company is the primary technology provider to 26 of the 46 lottery jurisdictions in the U.S. and eight of the world's 10 largest lotteries with central systems. HQ: London, UK.

Netroadshow direct link; https://www.netroadshow.com/events/login/1PeTHmohHaLyb8wetzOw3XKWjmctaMbgfKwgp. DealRoadshow direct link: https://www.netroadshow.com/nrs-login/guest-login. Entry code: 405684. 

High yield new issue postponed today:

09/09/2026 Net Zero Properties S.à r.l. (NZPNZP) EUR500m (down from EUR550m) WNG Reg S, Bearer, Green Bond (New Global Note) sr notes due 09/23/30 (4y). MWC, 3m Par Call, Tax Call, Clean-up Call (80%). Expect NR/NR/BB+ (-/-/positive). Via Citi/GS (B&D) jt glocos and jt books and sustainability structurer. List Lux (Euro MTF). German law. CoC at 101. Denoms: 100kx100k. Settles 09/23. Reg S ISIN: XS3487810734. IPT: 5.75% area. Final terms: 6.00% at OID ~97.4. Did a series of fixed income investor calls starting on 09/07. Books closed 09/09. UOP: Acquisition financing (Sapphire portfolio EUR300m) and general capital expenditure (EUR53m cash on hand), repayment of existing junior debt (EUR172m) and payment of transaction-related costs. The issuer intends to apply an amount equal to the net proceeds from the issuance of the Notes to finance or refinance Eligible Green Projects as per their Sustainable Finance Framework. Equity sponsor: Attegia Holding (Dr Ingo Krocke). Biz: a privately owned, fully integrated German residential real estate platform with a portfolio of residential properties located in Western and Northern Germany. HQ: Luxembourg.

NetRoadshow direct link; www.netroadshow.com/nrs/home/#!/?show=e87fd577. 

+++09/09/2026 update: Postponed - due to adverse market conditions Net Zero has decided not to proceed with the deal at this time

CFR High Yield Forward Calendar

===================== [ 09/07/2026 Week ] ===============

Derichebourg S.A. (DERIFP) EUR800m Reg S sr notes 2-part. NR/BB/BB (--/stable/stable). Via BNP (B&D) lead left and sole books, CA, CIC, Natixis, SocGen jt mgrs. List ISE. NY law.

EUR TBD due 2031. 5NC2 (50%,25%,par). CoC at 101. Denoms: 100kx1k. IPT: mid 5%s. Price Talk: 5.375% area (+/- 12.5bp).

EUR TBD due 2033. 7NC3 (50%,25%,par). CoC at 101. Denoms: 100kx1k. IPT: mid 5%s+50bp. Price Talk: mid 5%s+50bp.

Did investor call at 10:30am UKT / 11:30am CET 09/07. Q&A sessions to follow. Books close 10-Sep-26 at 10:30 UKT. Pricing 09/10 UKT. UOP: Repay the EUR370m bridge facility incurred 31-Jul-2026 to fund the acquisition of Scholz's Recycling Group for EU360m, refinance certain Derichebourg indebtedness (EUR60m term loans and EUR300m sr unsec notes due 2028), EUR58m for GCP and pay transaction related costs and expenses. Privately owned by the Derichebourg family. Biz: Leading global provider of waste recycling, mainly metal and public sector services. (Acquisition announced 04-May-26).

NetRoadshow registration link: https://www.netroadshow.com/events/login/1PeTHmojK6GHR1rUR24qp7ny9IAeWi31fMIE4

Office Properties Income Trust (OPI) $425m 144A/Reg sr sec notes (5y). NC2 (MWC T+50bp) (50%,25%,par). Equity claw: 2y 40%. B3/(expect B+) (stable/--). Via Citi/BofA/GS/MS/UBS/WFS jt books. No reg rights. CoC at 101. Denoms 2kx1k. Settles T+10. Negative covenants: including, but not limited to: - Total debt / adjusted total assets ≤ 60% - Secured debt / adjusted total assets ≤ 50% - Consolidated income available for debt service / debt service ≥ 1.25x. Maintenance covenant: Total unencumbered assets / unsecured debt greater than or equal to 150%. IPT: Low 9s. Investor call at 10:30am 09/09. Pricing 09/10. UOP: together with $9m cash on hand, repay in full the $325m outstanding borrowings under the Secured Revolving Credit Facility and $100m Secured Term Loan. Biz: a REIT that invests in office properties in the US. HQ: Newton, MA.

Nerroadshow direct Link: https://www.netroadshow.com/events/login/1PeTHmohM1UqvjW0PwrL7lLeV2WL7FkqBbtYJ

Dial-In Details: United States (Local): +1 646 844 6383, United States (Toll-Free): +1 833 470 1428, Access Code: 175 039

Replay Stream: https://www.netroadshow.com/events/login/1PeTHmohM1UqvjW0PwrL7lLeV2WL7FkqBbtYJ 

Shea Homes Limited Partnership/Shea Homes Funding Corp (SHEAHM) $750m 144A/Reg S sr notes 2-part. Ba3/BB- (stable/stable). Via JPM sole books. No reg rights.

    - $375m sr notes due 2032 (5.5y). NC2 (MWC T+50bp). Equity claw: 2y 35%. CoC at 101. Denoms: 2kx1k. IPT: 6.625% area.

    - $375m sr notes due 2034 (8y). NC3 (MWC T+50bp). Equity claw: 3y 35%. CoC at 101. Denoms: 2kx1k. IPT: 7% area. 

Did investor call at 11am 09/09. Pricing 09/10. UOP: Fully redeem its $450m 4.75% sr notes due 02/15/28 (callable at 100), and $294m for GCP. Biz: One of the nation’s largest privately-owned homebuilders. HQ: Walnut, CA.. 

DealRoadshow  direct Link: https://dealroadshow.finsight.com/e/SHEA2026 (available 10 minutes prior)

URL: https://dealroadshow.finsight.com. Entry Code: SHEA2026 

Pattern Energy Operations LP (PEGI) (the “Company”) has mandated J.P. Morgan to arrange a series of virtual fixed income investor calls on September 8, 2026. An investor presentation will be made available on DealRoadshow (DealRoadshow Link: https://dealroadshow.finsight.com, Passcode: PATTERN26, Direct Link: https://dealroadshow.finsight.com/e/PATTERN26). 

Subject to market conditions, a benchmark sized Rule 144A/Reg S senior unsecured notes offering by the Company and Pattern Energy Operations Inc. (the “Co-Issuer”), which would be guaranteed by a certain subsidiary of the Company, to refinance revolving credit borrowings may follow. Existing ratings Ba3/NR/BB-.

Company Overview:

Pattern Energy is a renewable energy company consisting of (i) an operating business comprised of a best-in-class portfolio of 44 renewable energy and transmission projects located in the United States and Canada, (ii) a construction and development business through its parent, Pattern Energy Group LP, and (iii) a distributed generation business focused on solar development and construction. 

Company Representatives: Matthew Rhodes – Chief Financial Officer; Chris Robinson – Vice President, Treasury; Jonathon Glueck – Vice President, Corporate Finance

TTM Technologies Inc (TTMI) $500m sr notes. Existing Ba3/B+/BB+ (positive/stable/stable).Via JPM+. Pricing Friday 09/11 (Lender call 11am 09/08, loan commitments due 11am 09/11). UOP: along with $500m 1st lien term loan B (via JPM/BofA/Barc/Citi/HSBC/PNC/TSI), $300m 1st lien term loan A, to fund the $1.1bn acquisition of Epiq Design Solutions LLC from Veritas Capital, and GCP, which may include reducing the amount drawn on its revolver to fund the expected acquisition of Swiss Technology Group (STG) and ILFA GmbH. Biz: a leading global manufacturer of technology products, including mission systems, radio frequency components, RF microwave/microelectionic assemblies, and technologically advanced interconnect products, including printed circuit boards and substrates. HQ: Santa Ana, CA. (Acquisition announced 08/17/26).

===================== [ 09/14/2026 Week ] ===============

Clydesdale Acquisition Holdings Inc (Novolex Holdings) (NOVHOL) $750m 144A/Reg S sr sec notes 2032 (5.5y). NC2 (50%,25%,par). Equity claw: 2y 40%. Special call: 10% per year for the first 2 years at 103. (Existing B2/B+)/BB+ (--/--/stable). Via UBS (B&D)/Apollo/WFS/Barc/BMO/DB/MS/RBC/BNP/Citi/Mizuho/Santander /CIBC/HSBC/Macquarie/StanChart/JPM jt books. No reg rights. CoC at 101. IPT: Very low 8s. Investor call at 1pm 09/08. Pricing early 09/14 week (loan commitments are due5pm 09/14). UOP: repay $750m of its initial term loan facility due 2029. The remaining $1.69bn term loan will be amended and extended by 3 years to April 2032. Equity sponsors: Apollo/CPPIB.  Biz: manufacturer of paper and plastic packaging products. HQ: Charlotte, NC.

SoftBank Group Corp. (SOFTBK) (9984 JT listed on the TSE), rated BB+ (stable) by S&P, has mandated Citi, Goldman Sachs, J.P. Morgan, and Morgan Stanley to organize a series of in-person 144A fixed income investor meetings and investor calls in New York City (non deal roadshow).

Citi is coordinating logistics for all meetings in New York. Small group meetings will take place in person on the following dates with virtual options for investors not based in NYC. The calls will primarily focus on Q&A. Monday, September 14th, Tuesday, September 15th, Wednesday, September 16th, Thursday, September 17th. Location: Citi Headquarters, 388 Greenwich Street, New York, NY 10013, United States.

SoftBank Group Corp. will be represented by: Yoshimitsu Goto (Board Director, Corporate Officer, Senior Vice President, CFO & CISO); Reiko Kawamura (Corporate Officer, Head of Capital Market Department); Jun Ohama (Global Head of Investor Relations, Managing Director)

FINAL LINK: www.netroadshow.com/nrs/home/#!/?show=f1b9457a (Recommended) OR visit www.netroadshow.com and enter the entry code: SoftBankGroup2026 (not case-sensitive) 

Earlier this month the market talk was that SoftBank Group Corp (SOFTBK) was looking to raise $10bn-$20bn equivalent in US$ and possibly EUR 144A/Reg S notes. UOP: repay a portion of the $40bn bridge loan incurred to fund its OpenAI Investment, and for other AI investments. Biz: diversified global investment holding company. HQ: Tokyo, Japan. 

And then on 09/09/26 SoftBank Group Corp announced it had decided to prepay, on 09/15/26, the entire outstanding bridge loan balance of US$25.9bn ($30bn of the US$40bn total facility was originally drawn). On 03/27/26 SoftBank Group announced a US$40bn 1 year bridge loan facility via JPM/GS/Mizuho/Sumitomo Mitsui/MUFG+. The proceeds were to be used to make a $30bn follow-on investment in the ChatGPT developer OpenAI Group PBC, that was announced on 02/27/26, as well as for GCP. The first $10bn tranche was drawn on 04/01/26. The second $10bn tranche was drawn on 07/01/26. The final $10bn tranche was expected to be drawn in Oct 2026. On 04/15/26 SoftBank Group Corp issued US$1.5bn and EUR1.75bn (approx US$3.7bn total), which was used to repay the bridge loan. SoftBank issued a $10bn Open AI-linked margin loan to fund its Open AI investment.

====================== [ 2026 ] ===============

Paramount Skydance Corp (PSKY, PARA) approx $12.4bn (US$/EUR) equivalent sr sec 2nd lien notes. B1/BB/BB. Via BofA/Citi/Apollo. June biz (exchange/tender/consent deadline is 5pm 06/17/26). UOP: along with approx $30-32bn of sr sec 1st lien IG-rated notes, $7.50bn (US$/EUR) equivalent sr sec 1st lien term loan B, and $5bn sr sec 1st lien term loan A, which has already been raised (1st lien debt rated --/BBB-/--), to fund the acquisition of Warner Bros Discovery Inc (WBD) for $31.00 per share in cash or $81bn total equity ($110bn enterprise value) (WBD shareholders will receive a $0.25 per quarter ticking fee for each quarter after 09/30/26 that the deal has not closed), PSKY is also paying the $2.8bn Netflix breakup fee. The deal will also be funded with a $47bn new equity private placement of Class B shares at $16.02 per share by the Ellison Family ($46.720bn) and RedBird Capital Partners ($250m), and others. PSKY equity holders will also be given the opportunity to participate in a rights offering for up to $3.25bn PSKY Class B Common shares at $16.02 per share. BofA/Citi/Apollo originally provided a $54bn debt commitment ($38.6m new bridge loan and a new $15bn bridge loan replacing the existing WBD debt refi bridge loan incurred 06/30/25, to fund the $14.5bn cash cap tender offer across six different bond pools covering all of its approx $35.5bn of outstanding bonds ($17.7bn face amount of bonds were retired)), also a $3.5bn bridge loan to backstop PSKY's existing revolver, which has now been replaced by a new $5bn revolver.  $12.8bn of 2nd lien sr sec notes will also be issued in the exchange offer for a portion of the existing Warner Bros Discovery debt. The previous plan to spin off WBD's Global network business that was announced 06/09/2025 has been canceled. Closing is expected Q3 2026. 

Timeline: 06/09/2025 WBD announces plan to spinoff its Global Network business to shareholders: 10/21/2025 WBD announced a Strategic Review in response to unsolicited interest from multiple parties and its intent to evaluate a broad range of options; 12/05/2025 WBD accepts an offer from NetFlix to purchase the WBD Streaming and Studio biz for $27.75 per share, consisting of $23.25 in cash and $4.50 of Netflix equity, or a total enterprise value of $82.7bn); 12/08/2025 PSKY took its offer hostile, going directly to shareholders with a $30 per share all cash offer for the entire company; 02/26/2026 WBD announced that it had accepted Paramount's improved offer and canceled plans to spin off WBD's Global network business, and then shortly thereafter Netflix announced they had dropped out of the bidding process. 04/23/26 update WBD's shareholders approved the merger with Paramount Skydance, but regulatory approval is still pending. 05/19/26 PSKY commences tender offers and exchange offers for certain Discovery Global Holdings Inc and Discovery Communications LLC notes and Warner Bros Discovery commenced consent solicitations from holders of WBD notes. 05/19/26 Discover Global Holdings Inc (Warner Bros Discovery) launched an approx $6bn (US$5bn/EUR1bn) 7y sr sec term loan B two-part, to partially repay the $15bn bridge loan incurred 06/30/25 to fund the $14.5bn capped tender offer for WBD notes; upsized 05/21/26 to approx $10bn ($9bn/EUR remains EUR1bn); upsized and priced 05/27/26 to the full $15bn ($13bn and EUR1.717bn). These term loans will be refinanced when the merger transaction closes. 05/27/26 update the requisite consents were received from bondholders in the consent solicitation. These amended bonds will be able to participate in the 144A exchange offers for new sr sec 2nd lien notes ($12.1bn and EUR0.6bn final results) and the tender offers ($2.4bn final results). $2.5bn and EUR0.1bn are not subject to the exchange offers or tender offers (only QIBs are eligible and only bonds for which consents have been given are eligible). 06/12/26 update: DoJ approves the merger with no changes. 6/18/26 update: China approves the merger. 06/24/26 update: EU approval is seen to be on track, possibly with cancellation of its joint venture with Universal Picture. 07/09/26 update: previously The Competition Protection Agency of Kuwait, the Austrian Federal Competition Authority, and the Australian government have also unconditionally approved the merger. 07/09/26 update: Oregon has filed a lawsuit against PSKY requesting more materials and time to review them. Other US states, including California, have previously announced their intention to block the merger. 07/10/26 update: WSJ story: In a statement, Paramount denied that its timeline had been adjusted because of Oregon's legal actions. It said the European Commission has until July 22 to complete its review of the deal-plus 10 more working days to consider remedies-and that date shouldn't be seen as a target for the deal to close. 07/13/26 update: a group of state attorneys general led by California's Rob Bonta filed a lawsuit aimed at blocking the merger due to antitrust concerns. Later in the day, the group filed court papers seeking a temporary restraining order to  put the deal on hold so that legal proceedings could move forward. 07/14/26 update: The Writers Guild of America sued Paramount Skydance to block the merger, asserting the merger would harm competition. 07/14/26 update:  Paramount trial counsel Jeffery Kessler said in an interview with CNBC that  PSKY is still aiming to close its proposed acquisition of Warner Bros Discovery by the end of September despite a recent lawsuit filed by state attorneys general challenging the deal. 07/16/26 update: a PSKY shareholder sued Larry Ellison, his son David Ellison and the PSKY board asserting fiduciary breach claims when they cut an illegal deal with Trump to secure the completion of the acquisition. 07/20/26 update: a federal judge in California put a 14 day hold on the closing of the acquisition saying it likely violates antitrust law. A hearing is scheduled for 08/03/16 to determine whether to extend the deadline as the lawsuit brought by California et al to block the merger proceeds. 07/22/26 update: the EU gave conditional approval to the acquisition pending the termination of a  distribution agreement with Universal Pictures in Europe. 07/24/2026: Paramount Skydance has reached an agreement with a coalition of state attorneys general to postpone the Warner Bros. Discovery merger until five days after a trial is held or June 1, 2027, whichever is earlier. 08/14/26 update:  PSKY announced that all regulatory conditions under the merger agreement have been satisfied, including approvals from the EU, UK, Australia, Canada, Brazil, China, COMESA, the US DOJ, and Mexico. 08/04/26 A California judge sets the States' anti-trust trial date at 03/02/27. 

Previous expiration dates: 06/17/26, 07/15/26, 07/22/26, 07/31/26, 07/31/26, 08/14/26, 08/21/26, 5pm 09/04/26. As of 5pm 08/21/26(64.26% of notes subject to the tender offer and 73.82% of the notes subject to the exchange offer have been tendered (PSKY does not view these figures to be representative of the final results of the applicable offers).

According to Moody's, PSKY's post-closing capital structure will include a total of approx $86.8bn of debt, consisting of $44.5b on sr sec 1st lien debt (48%), approx $25.2bn in sr sec 2nd lien notes (27%), $15.5bn sr unsec notes (18%), and approx $1.6bn of sub notes (2%). The $44.5bn sr sec 1st lien debt will consist of $5.0bn term loan A (already done), and $39.5bn in new first lien secured debt (also $5bn revolver (undrawn)). The $25.2bn 2nd lien debt will consist of $12.8bn issued in the exchange offer and $12.4bn still to be issued as part of the debt financing. The $15.5bn sr unsec notes will consist of  $13bn existing at Paramount and $2.5bn existing at WBD.

The Brink's Co (BCO) $2.124bn sr notes. Via MS. (Existing sr unsec notes were affirmed at Ba3/BB/BB+ (stable/stable/stable)). UOP: along with cash on hand, to fund the acquisition of NCR Atleos Corp (NATL) for $6.6bn implied value, consisting of $2.2m in cash ($30.00 per share in cash) and 13.3m BCO cmn shares (0.1574 cmn share of BCO per NATL share) ($50.40 per share total implied value), and the assumption of $2.6bn NATL debt. MS has provided a $2.124n bridge loan to fund the cash portion and refinance NATL's debt (BCO will also use cash on hand) (The bridge loan originally was $4.5bn total size consisting of $2.276bn sr unsec bridge loan to fund the cash portion of the acquisition, $873m sr sec bridge loan backstopping the amend and extend of NCR Atleos term loan A with BofA, and $1.35bn sr sec bridge loan backstopping the $1.35bn 9.50% sr sec notes due 2029, in case Brink's and NCR Atleos do not receive the requisite consents from the noteholders to keep the bond outstanding). Closing is expected in Q1 2027. Biz: provider of cash management, secure logistics and security services. HQ: Richmond, VA. (Acquisition announced 02/26/2026).

++++06/30/26 update: BCO and NATL shareholders approve the merger.

++++05/12/26 update: the FTC granted early termination of the HSR waiting period.

+++04/07/26 update: on 03/31/36 Brink's increased its existing $2.225bn term loan A with a new $1.025bn delayed-draw term loan via BofA and increased its revolver by $600m. This financing will replace a portion of the bridge loan.

+++03/11/26 update: NCR Atleos announced they had received the requisite consents and amended the CoC definition on its 9.50% sr sec notes due 2029.

+++03/05/26 update: NCR Atleos Corp commenced a consent solicitation with respect to its $1.35bn 9.50% sr sec notes due 2029. The Proposed Amendments seek to amend the defined term “Change of Control” to provide that the Mergers will not constitute a Change of Control and to add or amend certain other defined terms contained in the Indenture related to the foregoing.

The amended and restated credit agreement increases the size of the existing credit facility from $2.225 billion to $3.85 billion. The increase is structured as a $1.025 billion delayed draw term loan and a $600 million increased revolving credit commitment, and the proceeds are intended to be used to fund part of the cash consideration for Brink’s potential acquisition of NCR Atleos Corporation (“NCR Atleos”), refinance indebtedness of NCR Atleos, and fund general corporate purposes. The amended and restated credit agreement will mature on March 31, 2031. Pricing is expected to remain at Term SOFR + 150 basis points through the consummation of Brink’s proposed acquisition of NCR Atleos, subject to Brink’s consolidated net leverage ratio in accordance with the terms of the amended and restated credit agreement. The acquisition remains subject to customary closing conditions, including regulatory approval and shareholder approvals from both companies.

Fertitta Gaming/Caesars Entertainment Inc (FRTITA) $1.675bn sr sec notes. UOP: along with $500m sr sec incremental term loan A-1, $1.675bn sr sec incremental term loan B-2, and $750m 1y sr sec bridge loan (also $2bn revolver), to fund the acquisition of Caesars Entertainment Inc (CZR) by Fertitta Entertainment Inc for $31.00 per share in cash representing an equity value of $5.7bn or an enterprise value of $17.6bn including the assumption of approx $11.9bn net debt. Fertitta plans on funding the transaction with $2.7bn equity financing provided by Fertitta Entertainment and committed debt financing obtained from 10 banks. MS/GS are financial advisors to Fertitta. The new entity will be a wholly owned sub of Fertitta Gaming Holdco LLC. Biz: gaming, entertainment, and restaurants. HQ: Houston, TX. (Acquisition announced 05/28/2026).

HB Fuller Co (FUL) US$ TBD sr notes. Existing sr unsec Ba3/-- (stable/--). UOP: fund the acquisition of Advanced Medical Solutions Grp plc (AMS) for GBP2.85 per share, equity value of GBP659m or an enterprise value of GBP715m (approx $970m). Backstopped by a 100% fully committed sr unsec bridge loan. GS and Perella Weinberg are financial advisors to HB Fuller. Closing is expected by the end of Q4 2026. Biz: maker of adhesives, coatings and sealants. HQ: St Paul, MN.

++++08/13/26 update: AMS shareholders approve the merger.

Rocket Lab Corp (RKLB) US$ TBD notes. UOP: to fund the acquisition of Iridium Communications Inc (IRDM) for $54 per share ($27.00 in cash and the rest in RLKB shares) for a total enterprise value of approx $8bn. DB/WFS have committed to provide a $3.6bn 1 year bridge loan to backstop the financing of the deal, which is expected to consist of debt and equity financing and cash on hand. Biz: a leading space company that provides launch services, spacecraft, payloads and satellite components serving commercial, government, and national security markets. HQ: Long Beach, CA. (Acquisition announced 06/29/26).

+++08/13/26 update: HSR period has lapsed. RKLB and IRDM are seeking to amend IRDM's $1.75bn term loan, which would allow it to remain in place. This would reduce the bridge loan. RKLB also announced a new $1.944bn at-the-market equity program. Amounts raised there will also reduce the commitments under the bridge loan.

Integer Holdings Corp (ITGR) possible bonds. Via Citi/KKR/Barc/UBS/Jefferies. UOP: fund the LBO of Integer by KKR for $127 per share in cash ($5.7bn enterprise value). Closing is expected by the end of 2026. Biz: medical device contract development and manufacturing organization (CDMO). HQ: Plano, TX. (Acquisition announced 08/03/26).

+++09/08/26 update: $2.1bn 1st lien term loan B launched. That and $3.8bn of sponsor equity will fund the LBO. There will not be a bond deal.

Dream Finders Homes Inc (DFH) up to $900m sr notes. B1/BB-//BB- (review for downgrade/Watch negative/negative). Via BofA/GS. UOP: along with a $800m Land Bank Facility with Lewis Investment Management, $450m of $1,000 pfd equity and possibly other common equity, to fund the acquisition of Beazer Homes USA Inc (BZH) for $33.50 per share in cash or a total enterprise value of $2.2bn. BofA/GS are providing a $900m bridge loan to backstop the permanent sr note and possible common equity financing. 

Closing is expected in Q4 2026. Biz: single-family homebuilder. HQ: Jacksonville, FL. (Acquisition announced 08/07/26). 

Curium US Holdings LLC possible bonds. UOP: along with new equity financing, to fund the acquisition of Lantheus Holdings Inc (LNTH) for $102.50 per share in cash, plus another potential CVR of $12 per share or potential total consideration of approx $12bn. Jefferies is lead financial advisor to Curium, along with JPM and PTT PartnersClosing is expected in Q2 2027. Equity sponsor: CapVest Partners.  Biz: a leading global radiopharmaceutical company. HQ: Bedford, MA. (Acquisition announced 08/03/2026).

Solstice Advanced Materials Inc (SOL, SOLADV) $ TBD notes. (existing sr unsec Ba2/BB+/ BB+ (stable/Watch negative/Watch negative)). Via GS.

UOP: along with cash on hand, to fund the acquisition of Element Solutions Inc (ESI) for $50.10 per share in a cash and stock transaction for a total valuation of $14.5bn including the assumption of net debt. Element shareholders will own around 44% of the combined company. The transaction consists of $10.00 per share in cash and 0.500 in Solstice shares per ESI share. Solstice obtained a $4.7bn bridge facility via GS to help fund the cash portion of the transaction. Closing is expected in H1 2027.  Biz: is a global, differentiated advanced materials company and a leading global provider of refrigerants, semiconductor materials, protective fibers and healthcare packaging. HQ: Morris Plains, NJ.  (Acquisition announced 07/06/2026).

Nuvei Corp US$750m sr sec notes. UOP: along with $1.5bn sr sec term loan, to fund the acquisition of Payoneer (PAYO) for US$7.40 per share in cash or a total equity value of approx $2.75bn. BMO/RBC/Barc/UBS/WFS are providing $2.7bn committed financing for the transaction (including $200m cash flow bridge loan and $250m incremental revolver). Closing is expected mid 2027. Biz: develops electronic payment infrastructure. HQ: Montreal, QC. (Acquisition announced 06/15/26).

Dana Inc (DAN) $ TBD notes. UOP: fund the Reverse Morris Trust merger with Eaton's mobility business with an enterprise value of $5.1bn (the combined company will have an enterprise value of over $10bn). Dana will pay a $1.1bn distribution to Eaton. Eaton shareholders will own at least 50.1% and Dana shareholders will own approximately 49.9% of the combined company at closing. GS has committed to provide a $2.6bn bridge loan backstop the $1.1bn distribution and repay certain existing Dana debt. The permanent financing is expected to include term loans and sr notes. Closing is expected in Q1 of 2027. (Acquisition announced 06/11/26).

Veris Residential Inc (VRE) $2.08bn notes. UOP: repay the $2.08bn bridge loan incurred to fund the acquisition of Veris for $19.00 per share in cash ($3.4bn enterprise value) by Affinius Capital and Vista Hill Partners, which contributed $1.07bn in cash equity. GS/UBS provided the $2.08bn bridge loan. Biz: a REIT that primarily owns, operates, acquires and develops premier Class A multifamily properties in the Northeast US. HQ: Jersey City, NJ. (Acquisition announced 02/23/26. Closed 05/27/26).

Hapag-Lloyd AG (HPLGR) up to US$2.5bn notes. Existing sr unsec Ba1/BB+. UOP: along with cash on hand, to fund the acquisition of ZIM Integrated Shipping Services Ltd for US$35.00 per share in cash or approx US$4.2bn total consideration. Closing is expected by the end of 2026. Biz: leading liner shipping company. HQ: Hamburg, Germany. (Acquisition announced 02/16/26). 

++++08/10/26 update: the Israeli government meeting to review the sale of ZIM has been postponed to 09/09/26 with the majority currently expected to oppose the sale.