Brunswick’s $1 Billion Senior Notes Offering

Simpson Thacher advised underwriters, administrative agent and dealer manager on the deal. Cravath represented Brunswick Corporation.

Brunswick Corporation executed its offering of $1 billion of Senior Notes, consisting of $450 million of 0.85% Senior Notes due 2024 and $550 million of 2.4% Senior Notes due 2031. The offering closed on August 18, 2021. Brunswick intends to use the net proceeds of the offering, together with cash on hand, to fund its previously announced acquisition of Marine Innovations Group AS and, to the extent of any remaining proceeds, consistent with its capital strategy, for general corporate purposes.

The underwriters were led by J.P. Morgan Securities LLC, BofA Securities, Inc. and Wells Fargo Securities, LLC.

JPMorgan Chase Bank, N.A. acted as administrative agent and the lenders in connection with an amendment to extend and increase Brunswick’s revolving credit facility to $500 million.

J.P. Morgan Securities LLC acted as dealer manager, in connection with tender offers by Brunswick with respect to its outstanding 7.375% Debentures due 2023 and 7.125% Notes due 2027.

Brunswick designs, manufactures and markets recreational marine products, including leading marine propulsion products, parts and accessories and boat brands, and operates service and shared access businesses, including the world’s largest boat club.

The Simpson Thacher team for the transactions included John C. Ericson (Picture), Evan Zuckerman and Nicole Fu (Capital Markets); William Sheehan, Brandan Still, Ron Havas and Collin Hunt (Credit); Nancy Mehlman and Scott Grundei (Tax); Jennifer Neilsson (Executive Compensation and Employee Benefits); Genevieve Dorment, Kate Mirino, Rachel June-Graber and Bobbie Burrows (Intellectual Property); and Jennie Getsin (FINRA and Blue Sky).

The Cravath team included partners Michael S. Goldman and Andrew J. Pitts and associates Carol S. Lin and Gary R. Uter on capital markets matters, partner Kara L. Mungovan and associate Joana W. Li on tax matters, and associate David Crampton on executive compensation and benefits matters. Mary Jean Whitsell also worked on capital markets matters. 

Involved fees earner: David Crampton – Cravath Swaine & Moore; Michael Goldman – Cravath Swaine & Moore; Joana Li – Cravath Swaine & Moore; Carol Lin – Cravath Swaine & Moore; Kara Mungovan – Cravath Swaine & Moore; Andrew Pitts – Cravath Swaine & Moore; Gary Uter – Cravath Swaine & Moore; Bobbie Burrows – Simpson Thacher & Bartlett; Genevieve Dorment – Simpson Thacher & Bartlett; John Ericson – Simpson Thacher & Bartlett; Nicole Yingting Fu – Simpson Thacher & Bartlett; Jennie Getsin – Simpson Thacher & Bartlett; Rachel June Graber – Simpson Thacher & Bartlett; Scott Grundei – Simpson Thacher & Bartlett; Ron Havas – Simpson Thacher & Bartlett; Collin Hunt – Simpson Thacher & Bartlett; Nancy Mehlman – Simpson Thacher & Bartlett; Kate Mirino – Simpson Thacher & Bartlett; Jennifer Neilsson – Simpson Thacher & Bartlett; William Sheehan – Simpson Thacher & Bartlett; Brandan Still – Simpson Thacher & Bartlett; Evan Zuckerman – Simpson Thacher & Bartlett;

Law Firms: Cravath Swaine & Moore; Simpson Thacher & Bartlett;

Clients: Bank of America Securities; BMO Capital Markets; Brunswick Corporation; Citigroup Inc.; Citizens Capital Markets; J.P. Morgan Securities LLC; JP Morgan Chase & Co.; KBC Securities; Truist Securities Inc. ; US Bancorp; Wells Fargo Securities;

Author: Alejandro Girola