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Commentary & Deal Flow

PRICED: Acqua & Sapone E850m sr sec notes, E400m 7NC3 fixed 6.50% at 100, E450m 7NC1 FRN E+425bp at 99.50

HYC European Market: Deal Flow - General

Bubbles Bidco SpA (Acqua & Sapone - Cesar SpA) (BUBBID) EUR850m 144A/Reg S sr sec notes two-part. B2/B (stable/stable). Via Barc (B&D)/DB jt physical books/UniCredit jt glocos/IMI/Natixis/BPER jt books. No reg rights. NY law. List Lux. SMR at 100 if the acquisition is not completed by 01/06/25. Settles 10/02 (T+10).

- EUR400m (up from EUR350m minimum) fixed-rate sr sec notes due 09/30/31 (7y). NC3 (09/30/27) (MWC B+50bp), then at 103.25, 101.625, 100. Equity claw: 3y 40% at 106.50. Special call: 10% per year the first 3 years at 103. CoC at 101. Reg S ISIN: XS2904660755. IPT: 6.75%-7.00% (at par). Price talk: 6.50%-6.75% at par. Priced: 6.50% at 100. +448bp vs DBR 0.00% 08/15/31.

- EUR450m (from EUR400m minimum) sr sec FRN due 09/30/31 (7y). NC1 (09/30/25) (MWC B+50bp),, then at 101, 100. CoC at 101. Reg S ISIN: XS2904658429IPT: E+450bp at 99.00-99.50. Price talk: E+425-450bp at 99.50. Priced: 3mE+425bp at 99.50.

Roadshow 09/16-17 (investor call 11am UKT 09/16). Books closed at 2:30pm UKT 09/18. UOP: fund the majority (60%) acquisition of Acqua & Sapone by TDR Capital from H.I.G. Capital and the Barbarossa family (each will retain 20% minority stakes), and repay EUR431m Acqua & Sapone net debt. Approximately EUR1.7bn enterprise value (EUR975m equity value, EUR590m contributed by TDR). Biz: Leading Italian Non-Food Value ("NFV") retailer specialized in Home and Personal Care categories with a network of 727 stores in Italy. HQ: Milan, Italy. (Acquistion announced 05/06/2024).

NetRoadshow/GIC registration: https://www.netroadshow.com/ev...;confId=71100