The Firm recently represented Capsugel S.A., a société anonyme incorporated in Luxembourg, in its sale of additional $415 million of 7.00%/7.75% Senior PIK Toggle Notes due 2019, pursuant to Rule 144A and Regulation S. The net proceeds of the offering were used to fund a distribution to holders of Capsugel S.A.’s capital stock and to pay transaction-related fees and expenses. The Firm also represented the Company in a consent solicitation to amend the indenture governing the Company’s existing notes to permit the distribution.
The Firm also represented Capsugel Holdings S.à r.l. (a wholly owned subsidiary of Capsugel S.A.) in amending its existing credit agreement to provide for, among other things, (i) the borrowing by Capsugel FinanceCo S.C.A. (a wholly owned subsidiary of Capsugel Holdings S.à r.l.) of a new tranche of term loans in an aggregate principal amount of €355 million, the proceeds of which will be used by the borrower, in part, to redeem in full its outstanding 9.875% Senior Notes due in 2019 and (ii) an increase in revolving commitments, from $150 million to $175 million, and an extension of the maturity thereof.
Through its subsidiaries, Capsugel S.A. is the leading provider of empty, two-piece hard capsules, and an innovator of drug-delivery systems for the global pharmaceutical and health and nutrition industries. Headquartered in Morristown, N.J., Capsugel serves more than 4,000 customers in more than 100 countries.
The Simpson Thacher team for this transaction included Richard Fenyes, Benjamin Wells, Alexander Coedo, Jeongseok Jay Yu, and Brian Park (Capital Markets); James Cross and Adam Weiner (Credit); David Rubinsky and Jennifer Pepin (Executive Compensation & Employee Benefits); Jonathan Cantor and Drew Purcell (Tax); and Marcela Robledo (Intellectual Property).