Commentary & Deal Flow

• Price Progression:
  • Launched: 6%
  • Price talk: 6%-6.25%
  • IPT: 6%-6.25%
• Issuer: IS Iris Lux BidCo S.à r.l.
• Ticker: INPST
• Size: EUR675m (up from min. EUR400m; could increase by up to EUR25m depending on tender acceptance)
• Format: 144A/Reg S
• No Reg Rights: 144A/Reg S for life
• Security: Senior Secured Notes
• Issue Ratings: Ba3 / BB (stable/stable)
• Maturity: 2033 (7y)
• Optional Redemption: NC3 (MWC T+50bp) (50%,25%,par)
• Equity claw: 3y 40% at 106
• Special call: 15% per year the first 3 years at 103 (subject to the ability to carry-forward and carry-back unused amounts). Listing call: 1st 3 years at 102 in whole or in part with the net cash proceeds of any listing
• Change of Control: CoC at 101
• Listing: The International Stock Exchange
• Law: NY
• Denominations: 100kx1k
• Physical Bookrunners: Morgan Stanley (B&D), JP Morgan
• Joint Bookrunners: Barclays, BNP Paribas, Citi, Deutsche Bank, Goldman Sachs, ING, Mizuho, NatWest, NH Investment & Securities, RBC, Santander, UniCredit
• UOP: Alongside a pre-placed EUR1,135m-equivalent PLN TLB, EUR2,000m term loan B (up from EUR1.5bn minimum), to finance the acquisition of InPost by Advent Intl (37%), FedEx (37%), A&R Investments (16%) and PPF Group (10%) at EUR15.60 per share (EUR7.8bn total cash), to fund EUR510m cash to balance sheet, tender for EUR450m (subject to increase) of its EUR850m existing 4.00% sr notes due 04/01/31 via priority tender, and pay transaction fees and expenses. Also EUR908m of rollover leases. Equity sponsors Advent Intl, FedEx, A&R Investments will contribute $5.918bn in equity (acquisition announced 09-Feb-2026)
• Ownership: Advent Intl (37%), FedEx (37%), A&R Investments (16%) and PPF Group (10%)
• Biz: Europe’s leading e-commerce logistics enabler, providing a Pan-European, tech-enabled logistics platform that specializes in parcel delivery through a network of out-of-home points, including pick-up and drop-off locations and automated parcel machines, as well as to-door services
• HQ: Luxembourg
  Marketing:
• Investor Call: Wednesday 23rd September at 11:30 UKT
• Fixed income investor meetings: Wednesday 23rd, Thursday 24th, Friday 25th, and Monday 28th September
• Books closed: 14:00 UKT Thursday 1st of October (from 17:00 UKT)
• Pricing: Pricing and allocations to follow expiry of tender offer at 5pm CET today (originally pricing 02-Oct)

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