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Reporting: Robert Schach
For covenant analysis of this transaction, please submit the loan documents to [email protected]

Dutch vegetable spread manufacturer Upfield has repriced its term loan B, shaving 50 bps off the margins of the euro, dollar and sterling tranches, sources said.

As a result, pricing went to Euribor + 450 bps from E+500 bps on the €2.653 billion TLB6, to SOFR + 425 bps from S+475 bps on the $1.308 billion TLB7 and to SONIA + 525 bps from S+575 bps on the £487 million TLB8. All tranches priced at par with a 0% floor.

Upfield justified the repricing on the basis that B1 rated deals in primary were currently getting done at E+ 375 bps margins, and that the company’s earnings have started recovering.

However, the deal had faced some pushback given that Upfield extended the loans via an amend-and-extend transaction only late last year, and because some of the tranches were trading marginally below par when the repricing launched, and barely got over the line, sources said.

KKR Capital Markets was sole physical bookrunner, while BNP Paribas, Citi, Goldman Sachs, HSBC, ING, Mizuho, Rabo, RBC Capital Markets, Societe Generale, UniCredit, CA-CIB, SMBC were joint bookrunners.

Upfield capital structure as of March 31:

Upfield Group BV
03/31/2024
EBITDA Multiple
(EUR in Millions)
Amount
Maturity
Rate
Book
€700M RCF due in 2027 1
133.0
Oct-02-2027
Reference Rate + 4.250%
PLN308M Senior Term Facility B5 due 2028 2
71.7
Jan-02-2028
Reference Rate + 4.750%
€2.653B Senior Term Facility B6 due 2028
2,653.0
Jan-02-2028
EURIBOR + 5.000%
$1.31B Senior Term Facility B7 due 2028 3
1,211.5
Jan-02-2028
USD SOFR + 4.750%
£487M Senior Term Facility B8 due 2028 4
569.6
Jan-02-2028
SONIA + 5.750%
Total Secured Debt
4,638.8
5.4x
€685M Senior Unsecured Notes due 2026
685.0
May-15-2026
5.750%
$525M Senior Unsecured Notes due 2026 5
451.2
May-15-2026
7.875%
Total Other Debt
1,136.2
6.7x
Leases
63.0
Total Lease Liabilities
63.0
6.8x
Total Debt
5,838.0
6.8x
Less: Cash and Equivalents
(204.0)
Net Debt
5,634.0
6.5x
Operating Metrics
LTM Revenue
3,209.0
LTM Reported EBITDA
862.0
Liquidity
RCF Commitments
700.0
Less: Drawn
(133.0)
Plus: Cash and Equivalents
204.0
Total Liquidity
771.0
Credit Metrics
Gross Leverage
6.8x
Net Leverage
6.5x
Notes:
LTM EBITDA is the LTM normalized EBITDA, as reported.
1. Maturity extended from January 2025 to October 2027. Coupon increased from E+3% to IBOR + 4.25%.
2. Maturity extended from July 2025 to January 2028. Rate of WIBOR + 4.75%. Converted at a PLN/EUR rate of 0.2329 effective at reporting date.
3. Converted at a USD/EUR rate of 0.9262, effective at reporting date.
4. Converted at a GBP/EUR rate of 0.855, effective at reporting date.
5. Converted at a USD/EUR rate of 0.9264, effective at reporting date.