KKR’s Acquisition Financing for Unilever’s Spreads Business

Simpson Thacher is advising KKR on a high yield bond offering to finance a portion of its acquisition of Unilever’s global Spreads business. Sigma Holdco B.V., a KKR special purpose vehicle, has completed a Rule 144A and Regulation S offering of $525 million aggregate principal amount of its 7.875% Senior Notes due 2026 and €685 million aggregate principal amount of its 5.75% Senior Notes due 2026.

KKR expects to use the net proceeds from this offering primarily to finance a portion of the acquisition of the Spreads Business of Unilever, known as “Flora Food Group” or “FFG,” as well as pay various transaction costs. FFG is a global leader in plant-based nutrition, with leading market shares in both developed and emerging markets and an unparalleled portfolio of household brands in the butter, margarine and cream segments. FFG is over four times larger than its next largest global branded competitor in the butter and margarine market, and is present in 69 countries. FFG’s business is supported by a global distribution footprint, a highly efficient supply chain and a strong research and development team.

The Simpson Thacher team included Gil Strauss (Picture), Nick Shaw, Noam Baruch Katz, Donovan Westbrook and Alice Prinsley (Capital Markets). The Firm is also representing KKR in connection with the €6.825 billion acquisition, led by Clare Gaskell, Ying Yi Soh, Charles Leeming and Emily Cornhill (M&A), and the multi-tranche senior secured Term Loan B facility in aggregate principal amount of €3.954 billion (equivalent) and a €700 million multicurrency revolving credit facility, led by Ian Barratt, Kate Sinclair, Ambarish Dash and Jason Lim (Credit). Meredith Jones and William Smolinski assisted on tax related matters.

 

Involved fees earner: Gil Strauss – Simpson Thacher & Bartlett; Nicholas Shaw – Simpson Thacher & Bartlett; Noam Baruch Katz – Simpson Thacher & Bartlett; Donovan Westbrook – Simpson Thacher & Bartlett; Alice Prinsley – Simpson Thacher & Bartlett;

Law Firms: Simpson Thacher & Bartlett;

Clients: KKR;