Commentary & Deal Flow

SCIL IV LLC/SCIL USA Holdings (Polynt) EUR1.3bn equivalent (US$/EUR) 144A/Reg S sr sec fixed/floating rate 3-part. B1/BB- (stable/stable). Via JPM (B&D) sole physical books/Apollo jt glocox/GS/IMI jt books. No reg rights. List ISE. NY law

- USD750m (EUR650m equivalent) due 2026 (5y). NC2 (MWC T+50bp) (50%,25%,par). Equity claw: 2y 40%. Special call: 10% per year the first 2 years at 103. IPT: mid-high 5s. Px talk: 5.50%-5.75%.

- EUR TBD (EUR650m total split between fixed and floating, minimum size of each tranche will be EUR300m) fixed rate notes due 2026 (5y). NC2 (MWC B+50bp) (50%,25%,par). Equity claw: 2y 40%. Special call: 10% per year the first 2 years at 103. IPT: high 4s. Px talk: 4.50%-4.75%.

- EUR TBD (EUR650m total split between fixed and floating, minimum size of each tranche will be EUR300m) floating rate notes due 2026 (5y). NC1 (MWC B+50bp) (101,par). IPT: high 4s. Px talk: E+450-475bp (0% floor) at par.

Did global investor call at 3:30pm UKT/10:30am NYT 10/12. 1x1s virtual meeting thru Fri, 10/15. US$ books closed at 5pm yesterday. EUR books close at 11am UKT today. Pricing today. UOP: along with EUR415m cash from Polynt's B/S and a EUR85m equity contribution, to fund the acquisition by Black Diamond of the 46% stake in Polynt that it does not currently own from Investindustrial for EUR1.09bn, repay Polynt existing debt (EUR51m US$ term loan B, EUR492m EUR term loan B, EUR20m revolver, and EUR15m bilateral facilities). Equity sponsor: Black Diamond will be the controlling shareholder owning all the shares except for a small minority interest of 13-16%. Biz: Leading composites and coatings technology producer with unique positioning from vertical integration, broad product suite, geographic breadth, and technical knowledge. HQ: Scanzorosciate, Italy. (Acquisition was announced July 02, 2021).