Coty Inc. $550 Million and €800 Million Senior Notes Offering and $9.25 Billion Senior Secured Credit Facilities

Davis Polk advised the representatives of the several initial purchasers in connection with a Rule 144A/Regulation S offering by Coty Inc. of $550 million aggregate principal amount of 6.500% senior notes due 2026, €550 million aggregate principal amount of 4.000% senior notes due 2023 and €250 million aggregate principal amount of 4.750% senior notes due 2026.

Davis Polk also advised the joint lead arrangers and joint bookrunners and the administrative agent and collateral agent in connection with a $3.25 billion senior secured revolving credit facility, a $3.5 billion senior secured term loan A facility, consisting of a $1 billion senior secured term A USD facility and a €2.035 billion term A EURO facility and a $2.437 billion senior secured term loan B facility, consisting of a $1.4 billion term loan B USD facility and a €850 million term loan B EURO facility.

Coty intends to use a portion of the net proceeds from the offering, together with its new senior secured credit facilities, to repay in full and refinance the indebtedness outstanding under its existing credit facilities.

Coty is one of the world’s leading beauty companies with approximately $9 billion in pro forma net revenue, a rich entrepreneurial heritage and an iconic portfolio of leading brands. Coty is the global leader in fragrances, with the number two position in salon hair and number three in color cosmetics.

The Davis Polk capital markets team included partners Michael Kaplan and Derek Dostal and associate Cameron C. Lewis. The finance team included partner Meyer C. Dworkin and associates A. McLean Crichton, Ian K. Dummett and Michelle Ha. Counsel Loyti Cheng and associate Michael Comstock provided environmental advice. Associate Daniel F. Forester provided intellectual property and technology advice. All members of the Davis Polk team are based in the New York office.