Commentary & Deal Flow

Isotope FinCo Sàrl (EUR co-issuer) / Isotope FinCo 2 LLC (US$ co-issuer) (Intertek) (ITRKLN) approx £900m equivalent (up from £865m equivalent) 144A/Reg S sr sec notes 2-part. B1/BB-/BB- (stable/stable/positive). Via Barc/CA/DB (B&D EUR)/MS (B&D US$) jt global coords. BBVA/Bank of China/BofA/BNP/Citi/HSBC/ING/Jeff/Miz/MUFG/NatWest/SMB/StanChart jt books. No reg rights. NY law. List ISE. CoC at 101. Pays January 31 and July 31, starting 07/31/27. Settles 10/09 (T+10).

- E435m (approx £375m equivalent, up from £345m equivalent) sr sec notes due 10/15/33 (7y). NC3 (10/15/29) (MWC B+50bp), then at 102.75 10/15/29, 101.375 10/15/30, 100 10/15/31. Equity claw: 3y 40% at 105.5. Special call: 10% per year the 1st 3 years at 103. IPO call: the first 3 years for all or a portion at 102. Asset sale call: for the first 3 years at 102. SMR at 100 if the conditions to the release of the escrow proceeds have not been satisfied by 08/13/27. Denoms: 100kx1k. 144A CUSIP: 352322580. 144A ISIN: XS3523225806. IPT: 6% area. Price talk: 5.5%-5.75%. Priced: 5.50% at 100. +199bp vs 2.6% due 08/15/33.

- $700m (approx £525m equivalent, up from £520m equivalent) sr sec notes due 10/15/33 (7y). NC3 (10/15/29) (MWC T+50bp), then at 103.563 10/15/29, 101.781 10/15/30, 100 10/15/31. Equity claw: 3y 40% at 107.125. Special call: 10% per year the 1st 3 years at 103. IPO call: the first 3 years for all or a portion at 102. Asset sale call: for the first 3 years at 102. SMR at 100 if the conditions to the release of the escrow proceeds have not been satisfied by 08/13/27. Denoms: 200kx1k. 144A CUSIP: 46501MAA6. 144A ISIN: US46501MAA62. IPT: Low 7s. Price talk: 7.25% area (+/- 12.5bp). Priced: 7.125% at 100. +199bp vs 5% due 09/30/33.

Did investor call 09/23. Did small group meetings 09/23-09/24. Books closed 09/25. UOP: along with GBP3.541n) equivalent (EUR1.570bn (and a EUR250m DDTL), USD$2.72bn (and a $435m DDTL) and separately placed AUD350m) term loan B and GBP6.4bn equity contribution, to finance the acquisition of the entire share capital of Intertek by EQT (76%), ADIA (16%), Mubadala (8%) for GBP9.3bn in cash (GBP10.7bn enterprise value), refinance GBP1.176bn existing Intertek net debt (GBP1.58bn less GBP400m cash on hand), and fund GBP35m cash on balance sheet. Equity Sponsors: EQT, ADIA, Mubadala. Biz: One of the leading Assurance, Testing, Inspection, and Certification providers, delivering mission-critical, non-discretionary services to its customers, helping them to ensure product safety, quality and compliance with regulatory and industry standards. HQ: London, UK. (Acquisition announced 18-June-2026).
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