Staples Readies $4B Leveraged Finance Package Backing LBO by Sycamore

staplesStaples is on the cusp of kicking off roadshows for $1.3 billion of eight-year (non-call three) notes backing the buyout of the company by Sycamore Partners. An investor call and lunch is scheduled for tomorrow, Aug. 10 at 12:30 p.m. EDT. Pricing is expected next Monday.

Joint bookrunners on the deal are Bank of America Merrill Lynch, UBS, Deutsche Bank, Credit Suisse, RBC Capital Markets, Jefferies, Fifth Third, Goldman Sachs, Citi, KKR Capital Markets, and Natixis. The debt is being shopped with a first call at par plus 50% coupon and an up to 40% equity claw for the first three years. Issuance will come under Rule 144/Reg S-for-life.

S&P Global Ratings on Aug. 8 downgraded for the borrower’s corporate rating to B+, from BBB–. It has assigned a B–, with a 6 recovery rating, to the notes.

Similarly, that same day Moody’s lowered its unsecured rating for Staples to B3, from Baa2, and assigned a B1 corporate rating to the company.

The move from both agencies was triggered by Sycamore’s leveraged buyout of the company.

Meanwhile, the borrower today upsized a first-lien term loan by $300 million, to $2.7 billion. The same amount was removed from the notes offering, which was originally expected to be a $1.6 billion issue. A $1.2 billion ABL facility will also be put in place.

At closing of the acquisition, there will be an internal reorganization whereby the U.S. retail, Canadian retail, and the North American delivery businesses of Staples will be separated into standalone entities. The $5.2 billion debt package is for the financing of the North American delivery segment, which will leverage the business on a pro forma basis at approximately 4x, sources note. The transaction is expected to close in 2017.

Staples (Nasdaq: SPLS) in June disclosed that Sycamore would acquire the company in a $6.9 billion transaction. Under the terms of the agreement, Staples’ stockholders will receive $10.25 per share. — Staff reports

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