Commentary & Deal Flow

The US high yield new issue market slowed down for the second to last FOMC meeting of the year. No new deals were announced this morning and only one deal from the calendar priced today. 

Since 2020, Fed days on average have priced 1.2 deals and $836m in volume. Although, most of this deal flow comes from 2020-2021, excluding those years the average number of deals priced falls to 0.7 and volume to $588m. Second last Fed days of the year have been even quieter, averaging 0.6 deals and $411m in volume, and that average is heavily skewed by today’s $1.25bn deal.

Priced today in the US high yield new issue market was the dual-currency deal Bending Spoons approx US$1.8bn (up from US$1.5bn) equivalent (US$/EUR) 5yNC2 sr sec notes two-part, consisting of Bending Spoons Operations SpA EUR500m (up from US$500m equivalent), priced 8.625% at 100 (vs price talk of 8.75%-9.00% and IPT of low 9s) and Bending Spoons US Inc US$1.25bn (up from US$1bn), priced 9.625% at 100 (vs price talk of 9.75%-10.00% and IPT of low 10s) tranches.

Other than Bending Spoons, the European high yield new issue market was quiet today with no new issues announced or priced.

With one deal (one tranche) for $1.25bn priced today, the US high yield new issue deal flow for the week has reached three deals (three tranches) for $2.65bn. This is already in the bottom range of this week’s syndicate desk estimates of $12.5bn to $25bn (almost equally distributed in that range). Our guess was $20bn. With one more deal for at least $2bn still on the calendar, the weekly volume should reach the top range of estimates. 

At $12.815bn, the US high yield new issue volume for October has reached the bottom range of this month’s syndicate desk estimates of $12.5bn to $25bn (almost equally distributed in that range). Our guess was $20bn.

As expected the Fed left rates unchanged today, but this time there were two dissenters with Cook joining Hammack in voting for a quarter point rate hike. "Looking out the window" Warsh sees that the economic activity is expanding at a strong pace, led by consumer spending and capex, but inflation is still too high. As such the focus of discussions in the meeting was on price stability. 

As for the Fed's outlook, Warsh said he does not give guidance on the direction of rates, but the FOMC statement provided further explanation stating, "The accumulation of more information will help the committee determine the policy stance appropriate to ensure a timely return of inflation to the committee’s 2% goal. And that the committee will deliver price stability". The interest rate swaps market is now pricing in a 90% probability of a rate hike in December, little changed from before the announcement.

The biggest surprise of the day was Warsh announcing a new FOMC meeting schedule. In the presser Warsh said that in 2027, one of the Fed's meetings will focus on broad monetary policy strategy without a vote on policy itself, and then next year the FOMC will switch to a 6 policy and 2 strategy meeting schedule.

The US high yield secondary market remained flat throughout the day, not reacting much to the anticipated hawkish rate hold. UST yields were elevated (10y UST yield +3bps to 5.02%), while stocks inched higher (DJIA +98; S&P +21; NASDAQ +72). 

The CDX HY46 was up 1/16 of a point to 106.457.

Today’s new issue Bending Spoons outperformed in the secondary market, jumping 1 3/4 points after pricing. Yesterday’s new issues were also better today. Bison Oil & Gas was up another 1/4 point since yesterday’s close and ZF North America was up another 1/8 of a point. 

High yield new issue priced today:

10/28/2026 Bending Spoons (BENSPO) approx US$1.8bn (up from $1.5bn) equiv (US/EUR) 144A/Reg S sr sec notes 2-part. Ba3/BB-/BB+ (stable/stable/stable). Via JPM (B&D US$)/BNP (B&D EUR) + others. No reg rights. List Lux (Specialist Securities Segment). NY law. Canadian sales: Alberta, BC, Ontario & Quebec. Settles 11/04 (T+5). 

     - EUR500m (up from $500m equiv) sr sec notes due 01/31/32 (5.25y). NC2 (10/31/28) (MWC B+50bp), then at 104.313 10/31/28, 102.156 10/31/29, 100 10/31/30. Equity claw: 2y 40% at 108.625. Special call: 10% per year the 1st 2 years at 103. Via BNP (B&D EUR)/GS/JPM/UniCredit/HSBC/IMI jt global coords/Akros/Citi/MUFG/WFS jt physical books. CoC at 101. Pays January 31 and July 31, starting 07/31/27. Denoms: 100kx1k. 144A Common Code: 354882922. 144A ISIN: XS3548829228. Reg S ISIN: XS3548828840. IPT: Low 9s. Price talk: 8.75%-9.00%. Launched: E500m at 8.625%. Priced: 8.625% at 100. +548bp vs DBT 0.0% due 02/15/32.

    - US$1.25bn (up from US$1bn) sr sec notes due 01/31/32 (5.25y). NC2 (10/31/28) (MWC T+50bp), then at 104.813 10/31/28, 102.406 10/31/29, 100 10/31/30. Equity claw: 2y 40% at 109.625. Special call: 10% per year the 1st 2 years at 103. Via JPM (B&D US) sole global coord/Allen/Akros/BNP/Citi/GS/HSBC/IMI/MUFG/ UniCredit/WFS jt physical books. CoC at 101. Pays January 31 and July 31, starting 07/31/27.  Denoms: 200kx1k. 144A CUSIP: 081933AA1. 144A ISIN: US081933AA18. IPT: Low 10s. Price talk: 9.75%-10.00%. Launched: $1.25bn at 9.625%. Priced: 9.625% at 100. +478bp vs UST 4.75% due 10/31/31.

US$300m upsize for GCP. Did an investor call at 10am NYT / 2pm UKT 10/27 (also previously did a roadshow (virtual small group meetings) 10/21-22). Books closed at 2:30pm UKT / 10:30am NYT 10/28. (Originally pricing 10/29). UOP: fund future acquisitions and GCP (US$300m upsize for GCP). Biz: A leading technology company owning and operating dozens of digital businesses, including Airtable, AOL, Brightcove, Eventbrite, Miro, Tractive, Vimeo, and WeTransfer. HQ: Milan, Italy.

Netroadshow link: www.netroadshow.com/nrs/home/#!/?show=630762e2. Entry code: Bendingspoons2026.

GIC registration link: https://www.netroadshow.com/events/login/1PeTHmoj9r9cfJhDxgpmuE9yHvuMwuESw09pO 

CFR High Yield Forward Calendar

===================== [ 10/26/2026 Week ] ===============

Respighi HoldCo SpA (Recordati SpA) EUR6.05bn equiv (US$/EUR) 144A/Reg S sr sec notes 5-part. B1/B+/BB- (stable/stable/stable). Via GS (B&D EUR FRN)/DB (B&D EUR fixed)/JPM (B&D US$) jt glocos and physical books/Barc/BBVA/BNP/BofA/BPER Banca/Citi/CA/HSBC/ING/IMI/Jefferies/ KKR/Mediobanca/Mizuho/MS/Natixis/Nomura/SMBC/UBS/UniCredit jt books. No reg rights. List Lux. NY law.

    - EUR2.05bn sr sec FRN due 2033 (7y). NC1 (MWC B+50bp) (par). Via GS left lead (B&D).  CoC at 101. Denoms: 100kx1k. IPT: E+400 area (+/- 1/8) at par.

 - EUR2bn total fixed rate 2-part. Via DB left lead (B&D). Consisting of:  

    - EUR500m minimum sr sec notes due 2031 (5y). NC2 (MWC B+50bp) (50%, 25%, par). Equity claw: 2y 40%. IPO call for all or a portion of the notes at 102. Special call: 10% per year the 1st 2 years at 103. CoC at 101. Denoms: 100kx1k. IPT: High 6s.

    - EUR500m minimum sr sec notes due 2033 (7y). NC3 (50%, 25%, par). Equity claw: 3y 40%. IPO call for all or a portion of the notes at 102. Special call: 10% per year the 1st 3 years at 103. CoC at 101. Denoms: 100kx1k. IPT: Low 7s.

 - US$ EUR2.0bn equivalent total fixed rate 2-part. Via JPM left lead (B&D). Consisting of:

    - US$ (EUR500m minimum equiv) sr sec notes due 2031 (5y). NC2 (MWC T+50bp) (50%, 25%, par). Equity claw: 2y 40%. IPO call for all or a portion of the notes at 102. Special call: 10% per year the 1st 2 years at 103. CoC at 101. Denoms: 200kx1k. IPT: High 7s.

    - US$ (EUR500m minimum equiv) sr sec notes due 2033 (7y). NC3 (MWC T+50bp) (50%, 25%, par). Equity claw: 3y 40%. IPO call for all or a portion of the notes at 102. Special call: 10% per year the 1st 3 years at 103. CoC at 101. Denoms: 200kx1k. IPT: Low 8s.

Roadshow (1x1s) 10/26-29 (investor call at 2:30pm UKT/3:30pm CET/10:30am NYT10/26). Pricing 10/29. UOP: fund the acquisition of Recordati for EUR53.00 per share (EUR11bn total) (Rossini has tendered its approx 47% shareholding), by CVC and Groupe Bruxelles Lambert (GBL) and others (ADIA, CPP, PSP, StepStone, AlpInvest, MGG Strategic, CapSol), including refinancing Recordati's outstanding debt (EUR1.733bn net debt) and funding E200m opening cash on B/S. Equity sponsors: CVC (72%)/GBL (25%) +others (4%). Sponsor equity EUR7.23bn, including EUR1.53bn holdco PIK notes. Closing is expected in Q4 2026. Biz: Recordati is a well-established international pharmaceuticals group involved in the research, development, production and marketing of medicines, with a strong Pan-European footprint and global Rare Diseases business. HQ: Milan, Italy. (Acquisition announced 03/25/2026).

Target market: MiFID II / MiFIR PROFESSIONALS / ECPS-ONLY / NO PRIIPS KID – Manufacturer Target Market (MiFID II / MiFIR Product Governance) is eligible counterparties and professional clients only (all distribution channels). No PRIIPS Key Information Document (KID) has been prepared as not available to retail in EEA or the UK.

Tax certification required to receive interest income free from Italian Substitute Tax (i.e. withholding), if the conditions for tax exemption are met.

Netroadshow GIC details direct link: https://www.netroadshow.com/events/login/1PeTHmohVkstjEZBkuXW0UgTufnCvQ4NlD99s

Holding d'Infrastructures des Metiers de l'Environnement SAS (HIME - Saur) (SAUR), a leading sustainable water pure player, (ticker: "SAUR", country: FR) rated BB+/BB (S&P/Fitch), has mandated BNP Paribas, Credit Agricole CIB, HSBC, Morgan Stanley and Natixis as Global Coordinators and Joint Bookrunners to arrange a series of fixed income investor calls to be scheduled on 27-Oct. An electronic investor presentation will be made available.

An expected €500m exp., Reg S bearer, fixed rate annual pay Blue Senior Unsecured Long 5yr (Jan 2032) (NCL, MW, 3mo par call, 75% clean up call, CoC at par) € offering by HIME SAS, rated NR/BB+/BB, Denoms: 100x1, English law, List Dublin, will follow, subject to market conditions. Via BNP/CA/HSBC/MS/Natixis jt glocos/Rabo/SocGen jt books. Credit Agricole and Natixis as ESG Coordinators. Use of Proceeds: The Issuer intends to use an amount equivalent to the net proceeds from the issuance of the Notes to finance and/or refinance, in whole or in part, new or existing Eligible Blue Projects in accordance with its Green and Blue Financing Framework. The net proceeds from the issuance of the Notes will be applied, in whole or in part, to (i) fund a tender offer on its €500,000,000 0.750% Sustainability Linked Senior Notes due Sep-28 (ISIN XS2385390724) (the Existing 2028 Notes) or otherwise refinance the Existing 2028 Notes; (ii) to pay costs, fees and expenses in connection with the tender offer on the Existing 2028 Notes; and (iii) for general corporate purposes. Tender Offer: Saur has also announced today a Tender offer on its Existing 2028 Notes up to an amount not to exceed €300,000,000, such amount as may be increased or decreased by Saur in its sole and absolute discretion, subject to the conditions set out in a Tender Offer Memorandum dated 27-Oct-26. The Tender offer will expire on 4-Nov-26. Equity sponsors: EQT (~49%)/CVC (~24%)/PGGM (~24%). Biz: a leading global water management company providing full water life-cycle infrastructure and services. HQ: Issy-les-Moulineaux, France.

Roadshow schedule:

The issuer will be represented by: Alice Schmauch – Chief Financial Officer; Anne Matsuda – Climate, Nature and CSR policies Manager

1x1 / Small Group Call Schedule (45 mins each) Tuesday 27, October 2026:

•    Call #1 : 12:00 – 12:45 UKT / 13:00 – 13:45 CET

•    Call #2 : 13:00 – 13:45 UKT / 14:00 – 14:45 CET

•    Call #3 : 14:00 – 14:45 UKT / 15:00 – 15:45 CET

•    Call #4 : 15:00 – 15:45 UKT / 16:00 – 16:45 CET

•    Call #5 : 16:00 – 16:45 UKT / 17:00 – 17:45 CET

NetRoadshow presentation including a voiceover has been made available at:

URL: www.netroadshow.com  Entry Code: SAUR26

Direct Link: www.netroadshow.com/nrs/home/#!/?show=8c5aac5f 

Natixis will be coordinating Roadshow logistics.

On 10/14/26 GM3 mandated Barc+ to arrange a series of fixed income investor meetings across Asia Pacific, Europe and the United States, commencing on Oct 15. Expected to follow, subject to  market conditions is: GEAR M NSW HCC Pty Ltd (GM3) (GMSAU) US$500m 144A/Reg S 1st lien sr sec partially amortizing fixed rate notes due 2031 (5y) (WAL ~4.6y). NC2 (MWC T+50bp) (50%,25%,par). Equity claw: 2y 35%. Amortization schedule: 4% before or on April 2028, 5% Oct 2029, 6% April 2030, 7% Oct 2030, 8% April 2031, 70%  at maturity Oct 2031. NR/ BB-/BB- (stable/stable). Via Barc/BofA/DB as jt glocos/Mandiri Securities jt books. No reg rights. NY law. List Singapore. DSRA: funded with one semi-annual interest payment at closing. DSRA must be maintained at all times at no less than one semi-annual coupon amount, and will be secured in favor of the bondholders. CoC at 101 with one-notch downgrade by either S&P of Fitch.  Roadshow across Asia Pacific, Europe and the US Oct 15-20. DB is the logistics coordinator globally. UOP: along with a new US$100m 5yNC1 term loan and US$31m existing liquidity, to repay the US$600m private credit acquisition term loan facility and cancel the acquisition facility in full. Biz: GM3 is a leading Australian premium metallurgical coal producer, with key shareholders including Golden Energy and Resources Pte Ltd (c.51%), JSW Steel (c.30%), Posco (c.12%) and M Resources (c.7%). GM3, formerly Illawarra Metallurgical Coal, was acquired from South32 in 2024 for $1.65 billion by a consortium of Indonesia’s Widjaja family-controlled Golden Energy and Resources Ltd and Australian miner M Resources Ltd. It is headquartered in Brisbane, Australia. 

Netroadshow direct link: https://urldefense.com/v3/__https:/www.netroadshow.com/nrs/home/*!/?show=5576100d__;Iw!!KE2hBTbTeqtRsZdp!UXw02tyRgxcx5MXQ_7oy-1sHiNkBTecjbQ1JXwQ6Y1qBaJ6ZvYqqAIyiV6WLcNveHQwxS4nRJyYpVmE$. Entry code: REV_GM326.

====================== [ 2026 / 2027 ] ===============

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 (Millrose), $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 ($250m 7.50% sr notes due 03/15/31 and $400m 8.00% sr notes due 08/15/32 to amend the indenture to eliminate the CoC provision for this acquisition.

++++09/15/2026 update: Dream Finders announced that it had sold $225m 2.50% series B cvt pfd to institutional investors. The proceeds were used to redeem its existing series A cvt pfd, and for GCP. An additional $450m shares were sold in the second closing on 10/20/2026.

++++09/16/2026 update: Dream Finders announced the results of its consent solicitation for Beazer Homes' notes, receiving a majority of consents from holders of the 7.50% 2031 notes (the requisite consents), but only 46.50% of the 8.00% 2032 (short of the requisite needed). The 8.00% 2032 consent was extended to 5pm 09/17.

++++09/18/2026 update: Dream Finders announced that it had received the requisite consents from holders of Beazer Homes' 7.50% sr notes due 2031.

++++10/09/2026 update: Dream Finders announced that it had increased its revolver by $220m to $1.7bn.

++++10/15/2026 update: Beazer Homes shareholders approve the merger.

++++10/20/2026 update: Dream Finders announced that it had completed the acquisition of Beazer Homes. Dream Finders announced that it had sold an additional $450m shares of 2.50% series B cvt pfd in a second closing. Dream Finders also announced it had delivered a conditional redemption notice for all of Beazer Homes' $350m 7.25% sr notes due 2029 and will use the proceeds from the $572.1m land Bank Facility committed to by Millrose Partners to fund the redemption, with the rest of the proceeds used to repay sr unsecured credit facilities.

++++10/22/2026 update: Dream Finders announced exchange offers for Beazer Homes 7.50% 2031 notes and 8.00% 2032 to exchange into Dream Finders notes with the same economic terms.

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 $8bn. $7.45bn total funds will be needed to complete the merger, consisting of $4.25bbn sr sec term loan B; $1.135bn sr PIK facility; and $2.346m in cash equity from  CapVest. JPM/Jefferies are leading the debt financing. Jefferies is lead financial advisor to Curium, along with JPM and PTT Partners. Closing is expected in Q2 2027. Equity sponsor: CapVest Partners.  Biz: a leading global radiopharmaceutical company. HQ: Bedford, MA. (Acquisition announced 08/03/2026).

++++10/14/2026 update: LNTH shareholders approved the merger.

++++10/23/2026 update: $7.45bn total funds will be needed to complete the merger, consisting of $4.25bbn sr sec term loan B; $1.135bn sr PIK facility; and $2.346m in cash equity from  CapVest. JPM/Jefferies are leading the debt financing. There will not be any bonds.

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.

Option Care Health Inc (OPCH) possible notes. UOP: fund the acquisition of Option Care Health (B2/B) by McKesson Corp (MCK) (A3/BBB+/A-) and CD&R for $32.05 per share in cash representing an enterprise value of $5.8bn. Option Care Health will remain a separate company, led by its own management. CD&R will hold a majority interest of approximately 51% in Option Care Health and McKesson will invest approximately $1.4 billion for a minority interest of approximately 49%. The  transaction also establishes a framework for McKesson’s future acquisition of CD&R’s interest in Option Care Health, subject to specified conditions and regulatory approvals. Following the closing of the transaction, McKesson intends to account for its minority interest in Option Care Health using the  equity method of accounting, recording its share of Option Care Health’s net  income or loss in Other Income, net. The parties have obtained an equity commitment letter of $2.873bn ($1.4bn from McKesson and $1.475 from CD&R) and a debt commitment letter of up to $3.15bn from BofA/Barc/GS/Jefferies/WFS, as well as up to $500m in revolving commitments to help fund the purchase price. Closing is expected in H1 2026. Biz: is the nation’s largest independent provider of home and  alternate site infusion services. HQ: Bannockburn, IL (Acquisition announced 10/06/2026).

Penske Automotive Group Inc (PAG) up to $1.8bn sr sub notes. Via JPM/BofA/WFS jt books. UOP: take private the remaining shares that PAG  and Mitsui & Co Ltd does not currently own. Motown Acquisition Corp, a group consisting of Penske Corp and Mitsui & Co Ltd will acquire the public shares outstanding at $212.00 per share in cash representing an enterprise value of $16.3bn. Pre announcement, Penske Corp already owned ~52% and Mitsui owned ~20% of PAG. At closing, Penske will own ~64% and Mitsui will own ~36%. JPM/BofA/WFS have provided a 1y sr unsec bridge loan for $1.8bn to backstop the debt financing. This bridge loan will be reduced by up to $1.8bn of additional sr sub notes and/or up to $1.1bn additional term loans. Penske Corp and Mitsui will provide up to $2.2bn in cash equity. Closing is expected in Q1 2027. Biz: an international transportation services company that operates automotive and commercial truck dealerships principally in the US, the UK, Canada, and Western Europe, and distributes commercial vehicles, diesel engines, gas engines, power systems and related parts and services principally in Australia and New Zealand. HQ: Bloomfield Hills, MI. (Acquisition announced 10/15/2026).

CCC Intelligent Solutions Holdings Inc (CCC) possible notes. UOP: fund the LBO of CCC by GTCR and Elliot Investment Management LLP for $7.75 per share in cash ($4.6bn equity value $6.1bn enterprise value). The deal will be funded with cash equity, pfd equity and new debt. JPM/Citi have committed to provide the debt financing. Closing is expected in Q1 2027. Biz: a leading SaaS and AI platform powering the multi-trillion-dollar insurance and repair economy. HQ: Chicago, IL. (Acquisition announced 10/15/2026).

Silgan Metal Containers and Closures possible notes. UOP: $4.9bn of new debt will be raised to fund the acquisition of Trivium Packaging BV by Silgan Holding Inc (SLGN) and American Industrial Partners (AIP) from Ontario Teachers Pension Plan (58%) and Ardagh Packaging (42%) in a cash transaction that values Trivium at a $3.4bn enterprise value ($3.2bn cash purchase price). Silgan will combine its metal Containers segment and Food and Beverage Flat Cap Closures businesses ($3.8bn enterprise value) with Trivium, a global supplier of infinitely-recyclable metal packaging for the world’s leading brands. Silgan will receive $2.3bn in cash, which it will use to repay debt. Silgan will also rollover $1.5bn in equity. Silgan will own a 60% controlling interest in Silgan MCC and AIP will own the other 40% and contribute $1bn in cash equity to support the acquisition and fund future growth. Silgan has obtained fully-committed debt financing from a consortium of banks (WFS/GS/RBC/DB/BofA) to backstop the debt financing. Closing is expected in mid 2027. Biz: Silgan Holdings is a supplier of metal packaging in the form of cans and aerosol containers, serving a broad range of end-use categories, including food, seafood, pet food and nutrition, as well as beauty and personal care. HQ: Norwalk, CT.

QIAGEN NV (QGEN) EUR/US$ notes. UOP: fund the LBO of QIAGEN by a consortium lead by EQT along with Luxiva SA (a sub of Abu Dhabi Investment Authority (ADIA), and OPP Investment Board Europe Inc for EUR46.50 per share in cash or an enterprise value of EUR10.8bn (approx $12.1bn), including EUR1.1bn of net debt. MS/Jeff/DB/SMBC/CA/UniCredit have committed to provide around EUR5bn of debt financing for the deal. Closing is expected by mid 2027. Biz: a global leader in Sample to Insight solutions that enable customers to extract and analyze molecular information from biological samples containing the building blocks of life. HQ: Venlo, Netherlands. (Acquisition announced 10/22/2026).