US LBM $950 million notes offering and $500 million refinancing
The high-yield notes are due 2031
Davis Polk advised the representative of the initial purchasers in connection with a Rule 144A / Regulation S offering by LBM Acquisition, LLC (US LBM) of $950 million aggregate principal amount of its 9.500% senior secured notes due 2031. The notes are fully and unconditionally guaranteed by certain of its subsidiaries.
In addition, Davis Polk advised the joint bookrunners and joint lead arrangers and the administrative agent and collateral agent in connection with the refinancing and maturity extension of an existing term loan facility for US LBM maturing in 2027 with a $500 million refinancing term loan facility maturing in 2031.
The proceeds from the notes offering and the refinancing term loan facility were used to fund the redemption of outstanding existing notes, the refinancing in full of the existing term loans maturing in 2027, and to pay certain fees and expenses in connection with the notes offering and refinancing.
Founded in 2009, US LBM is a leading distributor of specialty building materials in the United States. The company’s unique and powerful operating model combines the advantages of its national scale and central team of industry experts with the high service levels, local expertise, entrepreneurial culture and customer relationships from its operations in more than 400 locations across the country. US LBM is a portfolio company jointly owned by Bain Capital Private Equity, LP and Platinum Equity, LLC.
Founded in 1984, Bain Capital Private Equity, LP is one of the world’s foremost private investment firms, with approximately $185 billion under management across several asset classes, including private equity, venture capital, public equity, credit products and absolute return. Bain has made private equity, growth and venture capital investments in hundreds of companies around the world.
Founded in 1995, Platinum Equity is a global private equity firm headquartered in Los Angeles and specializing in the merger, acquisition and operation of companies in a broad range of business markets, including information technology, telecommunications, logistics, metals services, manufacturing and distribution.
The Davis Polk capital markets team included partner Pedro J. Bermeo and associates Jakub P. Jozwiak and Frank (Xinggang) Zhang. The finance team included partners Kenneth J. Steinberg and Christopher Nairn-Kim and associates Hye-Jin Kim and Nazli Ungan. Counsel Liang Zhang and associate Alanna Phillips provided tax advice. Partner Frank Azzopardi and associate Gabrielle Mazero provided intellectual property advice. Counsel David A. Zilberberg provided environmental advice. All members of the Davis Polk team are based in the New York office.