Commentary & Deal Flow

Fressnapf Holding SE (FRSNAP) EUR800m Reg S sr notes due 10/31/31 (7y). NC3 (10/31/27) (MWC B+50bp), then at 102.625, 101.313, 100. Equity claw: 3y 40% at 105.25. Special call: 10% per year the 1st 3 years at 103. Ba3/BB- (stable/stable). Via DB (B&D)/BNP/Helaba/UniCredit jt physical books. List ISE. NY law. CoC at 101. SMR: at 100 if the Arcaplanet acquisition does not close by 09/30/25. Semi pay (Act/Act). Settles 11/06 (T+10). Denoms: EUR100,000 x EUR1,000
Reg S ISIN: XS2910536452. IPT: high 5s. Price talk: 5.50% area (+/- 0.125%). Final terms: EUR800m at 5.25% yield.

Priced: 5.25% at 100.

Roadshow (virtual group meetings) 10/21-22 (investor call at 12:30pm 10/21). Books closed at 2pm UKT 10/23. Reconfirms were due by 4:15pm UKT 10/23.  UOP: along with EUR108m cash on hand and EUR56m sale of real estate, to fund the acquisition of Arcaplanet and certain assets from Cinven for EUR997m, repay EUR496m of net debt, EUR100m to fund the purchase of Fressnapf shares by Cinven from Allegro Invest, and EUR39m for GCP. Cinven will also contribute a new equity investment of EUR750m. Equity ownership: Torsten Toeller, chairman (Allegro Invest) (84.3%) and Cinven (15.7%). Biz: Europe's largest independent specialized pet retailer for per food and pet supplies. HQ: Krefeld, Germany. (Acquisition announced 06/28/2024).

Netroadshow: https://www.netroadshow.com/nrs/home/#!/?show=5caba802. Entry code: Fido24.