Commentary & Deal Flow

The US high yield primary market maintained its slow deal-pace seen all through this week. Only one new deal was announced and priced today. 

Announced this morning and priced this afternoon in the US high yield new issue market was Minerals Technologies Inc $400m 5.25yNC2.25 (from 8yNC3) sr notes, priced 7.50% at 100 (vs price talk of 7.50% area and IPT of low-to-mid 7s). 

The European high yield market was also slow with no new deals announced this morning but one deal from the calendar priced today - IS Iris Lux Bidco Sarl (InPost SA) EUR700m (up from EUR675m and EUR400m minimum) 7yNC3 sr sec notes, priced 6.00% at 100 (vs final talk of 6.00%, price talk of 6.00%, and IPT of 6%-6.25%).

With only one deal (one tranche) for $400m priced today, the US high yield new issue deal flow for the week has reached four deals (six tranches) for $13.15bn. Even with the $500m McGraw Hill still on the calendar for this week, the weekly volume is still well below the bottom end of this week’s syndicate desk estimates of $15bn-$20bn (mostly centered around the $15bn-$18bn range). Our guess was $16bn.

Looking ahead to October, the month is expected to slow down due to the elevated rate environment. While there are several opportunistic issuers looking to come to the market, the secondary backdrop is not supportive for them. The large M&A deals on the calendar have also pretty much cleared. There are still a few chunky data center deals on the pipeline that may come, but even that remains secondary dependent. 

Historically, since the end of the Credit Crisis in 2010, October has been more of an up-and-down month, though it has tended to lean slightly to the downside. On the all-months average top ten table, it ranks near the bottom in ninth place, with an average volume of $20.169bn. The largest October came in 2012 at $41.302bn, though that is still not big enough to place it in the all-months top ten table. The smallest October was in 2022, when volume totaled just $3.715bn. Last October was $17.818bn.

Syndicate desk estimates for US high yield new issue volume in October range from $12.5bn to $25bn (almost equally distributed in that range). Our guess is $20bn. 

We added one deal to the forward calendar today. Integra Lifesciences Holding Corp (IART) launched its term loan today and is expected to follow up with a $500m sr sec notes issue. Rated B2/B (stable/stable). Oct biz (TLB lender call 10/02). UOP: along with $500m revolver (undrawn), $150m A/R securitization (undrawn), $500m term loan A; and $600m term loan B via BofA/JPM + others, to refinance its capital structure, including repaying an existing term loan and revolver. Biz:.a global medical products and technology company with expertise in neurosurgical devices and tissue reconstruction. HQ: Princeton, NJ. 

The US high yield secondary market was very quiet today with all market players watching treasuries. UST yields finally declined (10y UST yield -5bps to 5.24%), while stocks inched higher (DJIA +21; S&P +15; NASDAQ +11). The US high yield cash market was flat on the day. 

The CDX HY46 was down 3/16 of a point to 106.462. 

Today’s new issue Minerals Technology is a smidge better, trading up an 1/8 of a point since pricing. The rest of this week’s new issues were mixed. NCL and PRA were both up a 1/4 point each, while all three Paramount tranches were weaker since yesterday’s close, but up from their morning lows. 10y and 8y tranches were down 2 points, while 5y tranche was down 3/8 of a point. 

High yield new issues priced today: 

10/01/2026 Minerals Technologies Inc (MTX) $400m 144A/Reg S sr notes due 01/15/32 (5.25y) (originally 8y). NC2.25 (01/15/29) (originally NC3) (MWC T+50), then at 103.75 01/15/29, 101.875 01/15/30, 100 01/15/31. Equity claw: 2.25y 40% at 107.5. Ba3/BB- (stable/stable). Via JPM/TSI/USB jt books, BofA/WFS as co-managers. No reg rights. CoC at 101. Denoms 2kx1k. Pays January 15 and July 15, starting 01/15/27. Settles 10/13 (T+7). 144A CUSIP: 603158AC0. 144A ISIN: US603158AC07. IPT: Low-to-mid 7s. Px talk: 7.50% area.

Priced: 7.50% at 100. +250bp vs 5% due 09/30/31.

Did investor call at 10:30am 10/01. Books closed at 3:30pm 10/01. (Originally 8yNC3 structure). UOP: together with cash on hand, to fully redeem the $400m 5% notes due 07/01/28 (callable at 100). Biz: A global, technology-driven specialty minerals company that develops, produces, and markets a wide range of minerals and mineral-based products and services. HQ: New York City.

DealRoadshow direct link: https://dealroadshow.finsight.com/e/MTXBOND2026. Entry code: MTXBOND2026. Available now.

OM: https://verisend.com/explore

10/01/2026 IS Iris Lux BidCo S.à r.l. (InPost) (INPST) EUR700m (up from EUR675m and EUR400m minimum) 144A/Reg S sr sec notes due 10/09/33 (7y). NC3 (10/09/29) (MWC T+50bp), then at 103.000 10/09/29, 101.500 10/09/30, 100.000 10/09/31. 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. Ba3/BB (stable/stable). Via Morgan Stanley (B&D)/JP Morgan physical books/Barclays/BNP/Citi/Deutsche Bank/Goldman Sachs/ING/Mizuho/NatWest/NH Investment & Securities/RBC/Santander/UniCredit jt books. No reg rights. List ISE. NY law. CoC at 101. Pays semi-annually, 03/15 and 10/15, starting 03/15/27. Denoms: 100kx1k. Settles 10/09 (T+6). Reg S ISIN: XS3516275578; 144A ISIN: XS3516276030. IPT: 6%-6.25%. Price talk: 6%-6.25%. Launched: 6%.

Priced: 6% at 100. +265bp vs 2.6% DBR 08/15/33.

Did investor call at 11:30 UKT 09/23 (also did fixed income investor meetings 09/23-09/28). Books closed at 14:00 UKT (from 17:00 UKT) 10/01. FTT 8am UKT 10/02. ToE 6:43pm UKT 10/01. UOP: alongside a pre-placed ~EUR1,119m-equivalent PLN TLB (previously EUR1,135m) and a new EUR2,000m term loan B (up from EUR1.5bn minimum), proceeds used to: i) 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), ii) fund EUR510m cash to balance sheet, iii) tender a portion of its EUR850m existing 4.00% sr notes due 04/01/31 via priority tender, and iv) 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.

Global Lender/Investor Call Registration Link: www.netroadshow.com/events/login/1PeTHmoj7vZKXqkIfMaTdCuzQ4fJ2iGrvmPDs. NetRoadshow & OM Link: www.netroadshow.com/nrs/home/#!/?show=2df5ecfb. 

CFR High Yield Forward Calendar

===================== [ 09/28/2026 Week ] ===============

McGraw-Hill Education Inc (MH, MHED) $500m 144A/Reg S sr sec notes due 2033 (7y). NC3 (MWC T+50bp) (50%,25%,par). Equity claw: 3y 40%. Special call: 10% per year at 103 during the non-call period. Ba3/BB (stable/stable). Via BofA/BMO/BNP/DB/GS/HSBC/MS/PNC/UBS/USB jt books. No reg rights. CoC at 101. Denoms 2kx1k. IPT: Mid/high 7s. Roadshow week of 09/28 (investor call at 2pm 09/28). Pricing 10/02. UOP: along with concurrent $830m sr sec term loan B, to redeem its $828.5m 5.75% sr sec notes due 08/01/28 (callable at 100) and repay the existing $498mTerm Loan B due 2031. Equity sponsor: Platinum Equity. Biz: A leading global provider of education solutions for K-12, higher education and professional learning markets. HQ: Columbus, OH.

Netroadshow direct link: https://www.netroadshow.com/events/login/1PeTHmohCEmbU0oL6IoxkioOpwTQYplhuLpuT. Entry code: MH26. 

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

HB Fuller Co (FUL) US$950m sr notes. Existing sr unsec Ba3/-- (stable/--). Oct biz (TLB lender call 09/30, TLB commitments due 12pm 10/08). UOP: along with $969m term loan B and $500m incremental term loan B via GS+, to 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), paydown revolver, and cash on hand. 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.

++++09/29/26 update: term loan B launches.

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

Integra Lifesciences Holding Corp (IART) $500m sr sec notes. B2/B (stable/stable). Oct biz (TLB lender call 10/02). UOP: along with $500m revolver (undrawn), $150m A/R securitization (undrawn), $500m term loan A; and $600m term loan B via BofA/JPM + others, to refinance its capital structure, including repaying an existing term loan and revolver. Biz:.a global medical products and technology company with expertise in neurosurgical devices and tissue reconstruction. HQ: Princeton, NJ. 

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

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).

++++09/11/2026 update: The UK Competition and Markets Authority initiated its first-phase inquiry into the acquisition.

++++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).

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.

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). 

++++09/09/2026 update: Dream Finders announces that it is soliciting consents from Beazer Homes bondholders to amend the indenture to eliminate the CoC provision for this acquisition.

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.