Sealed Air cuts term loan B to $4.2B, upsizes notes in $7.15B financing
Sealed Air cut term loan B to $4.2 billion from $4.7 billion and upsized senior secured notes to $1.85 billion in its $7.15 billion CD&R buyout financing package. Soft call protection was extended to 12 months, pricing step-downs removed and leverage caps tightened across all tranches.
1. Financing Package and Purpose
Sealed Air has structured a $7.15 billion cross-border loan and bond package to fund its leveraged buyout by Clayton, Dubilier & Rice. The multi-tranche financing spans dollar and euro facilities designed to balance cost, currency exposure and investor demand.
2. Term Loan B Adjustments
The seven-year dollar term loan B was trimmed to $4.2 billion from $4.7 billion and priced at SOFR+400 bps at 95, while the seven-year euro term loan remained at E+425 bps at 95. Soft call protection was extended from six to 12 months and all pricing step-downs were eliminated.
3. Bond and Note Tranche Details
The dollar senior secured notes were upsized to $1.85 billion with an 8.25% coupon (8.5% yield), euro secured notes of €600 million carry a 7.25% coupon (7.5% yield), and $500 million of eight-year unsecured notes priced at par with a 10.5% coupon. Allocations across these tranches closed today, reflecting strong demand for secured paper.
4. Covenant Tightening and Documentation Amendments
Leverage caps were reduced—first-lien from 5.50x to 5.30x, secured from 6.25x to 6.05x and total from 6.75x to 6.55x. The restricted payments basket was cut to the greater of $665 million or 50% of EBITDA, and the builder basket formula was simplified to limit sponsor distributions.