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Dun & Bradstreet, owner of Hoover's, prices $300M bond to repay debt for acquisition

Dun & Bradstreet today completed a $300 million offering of 4% notes due June 2025 at T+237.5, or 4.048%, sources said. The issue was printed at the firm end of guidance from T+237.5-250, and through early whispers in the T+250 area.

On May 12, the company announced that it would acquire Dun & Bradstreet Credibility Corp., in a $320 million transaction, which is expected to close during the second quarter of this year. The purchase price was funded primarily with cash on hand, and via the revolving credit facility, filings show.

Proceeds from today’s proposed bond sale will be used for the repayment of borrowings outstanding under the company’s revolving credit facility, and for general corporate purposes, according to regulatory filings.

The Short Hills, N.J.-based company provides commercial information and insight on businesses worldwide, and is the owner of the Hoover’s company database.

Earlier today, Standard & Poor’s and Fitch assigned respective BBB-/BBB ratings to the proposed five-year issue. “D&B historically has had a somewhat aggressive financial policy and leverage, in the high-3x area. We expect that funds from operations to debt will remain at about 20% through 2016,” S&P said.

“Fitch estimates pro forma leverage to be at approximately 3.5x by the end of 2015 and leverage to approach 3x during year 2016,” analysts said.
S&P and Fitch have revised outlooks on their respective BBB-/BBB ratings to negative, from stable.

Last week, S&P changed its outlook reflecting the “expectation that D&B’s leverage will increase to the high-3x area as a result of its acquisition of Dun & Bradstreet Credibility Corp. (DBCC) and remain elevated for at least the next one to two years. The outlook revision also reflects our view that the acquisition presents execution risk in both the integration of DBCC and the turnaround of D&B’s small business channel, which represented about 19% of the company’s 2014 sales,” the agency said on June 2.

Fitch’s outlook change was also triggered by the company’s recent acquisition. “The Negative Outlook reflects Fitch’s expectation that the company’s credit metrics will remain elevated and outside the thresholds for a ‘BBB’ rating longer than anticipated due to the incremental debt that would be issued to fund the DBCC acquisition. Fitch expects pro forma leverage to be at approximately 3.5x by the end of 2015 and leverage to approach 3x by the end of 2016,” Fitch said in April.

Dun & Bradstreet’s next long-term maturity is its $300 million issue of 2.875% notes due in November.

The company was last in the bond market in November 2012, when it placed $750 million in two parts, including 3.25% notes due 2017 at T+262.5, and 4.375% notes due 2022 at T+287.5. Terms:

Issuer Dun & Bradstreet Corp.
Ratings BBB-/BBB (S&P/Fitch)
Amount $300 million
Issue SEC-registered senior notes
Coupon 4.000%
Price 99.610
Yield 4.048%
Spread T+237.5
Maturity June 15, 2025
Call Make-whole T+37.5
Trade June 8, 2015
Settle June 15, 2015
Books BAML/JPM
Px Talk T+237.5; guidance T+237.5-250; IPT T+250 area
Notes Proceeds will be used to repay borrowings under the revolving credit facility, which was used to fund the Dun & Bradstreet Credibility acquisition