The Firm represented Wand NewCo 3, Inc. (“Caliber Collision”) in connection with its Rule 144A and Regulation S offering of $1.25 billion aggregate principal amount of 7.625% Senior Secured Notes due 2032 (the “Notes”).
In addition, the Firm represented Caliber Collision in connection with a restatement agreement to its first lien senior secured credit agreement, which provides for (i) a new first lien term loan facility in an original aggregate principal amount of $2,725.0 million and (ii) a new first lien revolving credit facility in an aggregate principal amount of $625.0 million (collectively, the “New Senior Secured Credit Facilities”).
Caliber Collision intends to use to use the net proceeds of the Notes offering, together with borrowings under the New Senior Secured Credit Facilities, to (i) refinance its existing first lien term loan and the senior secured first lien notes and to refinance the second lien term loan (including the payment of any accrued and unpaid interest, fees, expenses and premiums in connection with such refinancing), (ii) fund distributions to its parent entity in an aggregate amount of up to $1,213.0 million, which parent entity will in turn use to make distributions to its equityholders, and (iii) pay fees and expenses related to the Notes offering and the New Senior Secured Credit Facilities.
Caliber Collision is the largest provider of automobile collision repair services in the United States and specializes in providing industry leading customer service for consumers and integrated physical damage claim solutions to the insurance community. Caliber is consistently ranked among the highest customer satisfaction scores in the industry and backs all repair work with a written, lifetime warranty available at any of its repair centers.
The Simpson Thacher team included William Brentani, Hui Lin, Karen Reyes, Jonathan Kachiu, William Perrone, Laura Yang and Sarika Pandrangi (Capital Markets); Brian Steinhardt, Dorothy Hector, Kyle Nelson, Taylor Nefussy and Ashley Jaramillo (Credit); Jon Pall (Collateral); Courtney Welshimer (Intellectual Property); and Jonathan Cantor and Michael Stephenson (Tax).