Commentary & Deal Flow

CGG SA (CGGFP) US$1.2b equivalent (EUR/USD) 144A/Reg S sr sec notes 2-part due 2027 (6y). NC3. B3/CCC+/B (stable/stable/positive). Via GS (EUR B&D)/MS (USD B&D) jt physical books/Barc/JPM jt passive books. No reg rights. List Lux. NY law. Settles 04/01 (T+10).

- EUR585m due 04/01/27 (6y). NC3 (MWC B+50bp), then at 103.875, 101.938, 100. Equity claw: 3y 40% at 107.57. Special call: 10% per year the first 3 years at 103. Reg S ISIN: XS2324372270. IPT: 8%. Official IPT: 7.75%-8.00%. Px talk: 7.75% area. Launched: EUR585m 7.75% at par. Priced: 7.75% at 100. +833bp vs DBR 0.25% 02/15/27.

- USD500m due 04/01/27 (6y). NC3 (MWC T+50bp), then at 104.375, 102.188, 100. Equity claw: 3y 40% at 108.75. Special call: 10% per year the first 3 years at 103. 144A CUSIP: 12531TAF6. IPT: 9%. Official IPT: 8.75%-9.00%. Px talk: 8.75% area. Launched: USD500m 8.75% at par. Priced: 8.75% at 100. +757bp vs UST 0.50% 04/30/27.

 Did investor call at 2:30pm UKT/9:30am NYT 03/15. Small group meetings 03/15-17. Books closed at 2:30pm UKT/10:30am NYT today. Reconfirm were due by 4:45pm UKT/12:45pm NYT today. UOP: fund the tender offer for CGG Holding (US) Inc US$300m 9% 1st lien notes due 2023 (total consideration $1,027.00) and CGG Holding (US) Inc EUR280m 7.875% 1st lien notes due 2023 (total consideration EUR1,023.63), GS/MS dealer managers (notes not tendered will be redeemed); and redeem CGG SA US$355.141m 2nd lien sr sec FRN/PIK due 02/21/24 (callable at 100) and CGG SA EUR80.372m 2nd lien ser sec FRN/PIK due 02/21/24 (callable at 100). Biz: provides geoscience services and products that support the discovery and responsible management of the Earth’s natural resources. HQ: Paris, France.