26 International Financing Review September 8 2018
Cigna US$20bn M&A bond
lifts high-grade
Little concession required despite large size
US health insurer CIGNA was flooded with
investor demand for its US$20bn bond deal
on Thursday to help finance its purchase of
Express Scripts, giving a big shot of
confidence to the high-grade market that
has seen one of its toughest periods in
years.
Order books exceeded US$68bn for the
10-part trade - the second-largest US dollar
investment-grade bond deal this year,
topped only by the US$40bn M&A bond
sold by CVS Health in March - even before
guidance was announced.
It helped push high-grade volumes for
the week to US$56.6bn - the busiest week
of the year so far and the third-busiest
week of all time, according to IFR data.
The strong reception meant Cigna paid
little to nothing in new issue concessions
as spreads across the tranches were
tightened by 15bp-18bp from initial price
thoughts.
It had been viewed as a litmus test for
M&A-related issuance in the high-grade
market after a tough first half that
brought bouts of volatility and negative
returns.
But the second half has been better with
total returns now back in positive territory
and demand for the asset class on firmer
footing.
The success of the Cigna deal, some said,
bodes well for other expected M&A
financings poised to hit the market in
coming months, including Takeda
Pharmaceutical’s US$62bn purchase of
London-listed rare disease specialist Shire.
Japan’s largest drugmaker put a
US$30.85bn bridge facility in place for the
deal in May, which is expected to be
replaced through a combination of long-
term debt, hybrid capital and available
cash.
“The market was set up for some supply
coming out of the gate, and there are still
some large M&A transactions that will be
coming in the second half of the year,”
Brian Kennedy, co-portfolio manager of
multi-sector institutional strategies and
mutual funds at Loomis Sayles, told IFR.
“We are off to a good start.”
ALMOST THERE
The Cigna bond was issued under HALFMOON
PARENT, was rated Baa1/A-/BBB-, and offered
maturities between 18 months and 30
years in fixed and floating-rate format.
Its largest tranche - the US$3.8bn 10-year
- priced at Treasuries plus 152bp, or
roughly flat to Cigna’s existing curve.
But some investors said the best pricing
comparable was the US$40bn CVS bond
from March, which financed the
acquisition of Aetna. CVS is rated Baa1/BBB.
CVS has been one of the year’s better
performing bonds. It has a similar business
to the new Cigna/Express Scripts tie-up and
is also a more liquid comparable, one
investor said.
CVS’s 4.3% 2028 was trading at a
G-spread of around 148bp on Thursday
morning when the new Cigna deal was
officially announced.
Cigna did include some protections for
itself, as the acquisition is not expected to
close until the fourth quarter.
Clauses in the bond documentation allow
it to buy back all of the tranches - with the
exception of the 30-year - at a cash price of
101 plus accrued interest if the acquisition
does not close by September 4 2019.
Cigna shareholders voted in favour of
the acquisition late last month, but the
deal still needs clearance from antitrust
authorities, Reuters reported.
That was expected after activist investor Carl
Icahn walked away from his 11th-hour attempt
to rally shareholders to reject the deal.
The US Department of Justice is still
conducting an antitrust review of the
combination that is not expected to close
until later this year.
The Wall Street Journal, citing sources,
said last week the DoJ was nearing
antitrust approval for the deal, which
could come as soon as the next few weeks.
The other tranches from the Cigna deal
included a US$1bn 18-month FRN at three-
month Libor plus 35bp, a US$1.75bn
two-year at Treasuries plus 60bp, a
US$1.25bn three-year at Treasuries plus
70bp, a US$1bn three-year non-call one
FRN at three-month Libor plus 65bp, a
US$3.1bn five-year at Treasuries plus
102bp, a US$700m five-year FRN at three-
month Libor plus 89bp, a US$2.2bn
seven-year at Treasuries plus 132bp, a
US$2.2bn 20-year at Treasuries plus 177bp
and a US$3bn 30-year at Treasuries plus
187bp.
Bank of America Merrill Lynch, JP Morgan,
Morgan Stanley and Wells Fargo were the
active bookrunners on the deal.
Natalie Harrison, Joy Wiltermuth
WEEK IN NUMBERS
1.04%
n THE YIELD ON ITALY’S TWO-YEAR
BONDS RALLY OVER THE PAST WEEK
AFTER DEPUTY PRIME MINISTER MATTEO
SALVINI MODERATED HIS TONE ON THE
COUNTRY’S UPCOMING BUDGET
US$2bn
n THE AMOUNT OIL AND GAS COMPANY
ENI RAISED LAST WEEK AS IT BECAME THE
FIRST ITALIAN COMPANY TO ISSUE IN THE
US HIGH-GRADE MARKET THIS YEAR
94
n THE PRICE THAT RALLYE’S €300m 5%
BOND DUE NEXT MONTH FELL TO ON
THE BID SIDE LAST WEEK. RALLYE IS THE
BIGGEST SHAREHOLDER OF FRENCH
SUPERMARKET GROUP, CASINO
US$68bn+
n THE ORDER BOOK FOR HEALTH INSURER
CIGNA’S US$20bn 10-TRANCHE BOND LAST
WEEK, WHICH WILL HELP FINANCE ITS
PURCHASE OF EXPRESS SCRIPTS
€442m
n THE AMOUNT THE ECB BOUGHT
THROUGH ITS CSPP IN TRADES SETTLED
IN THE WEEK UP TO AUGUST 31
In total, it has bought €166.507bn
0.6
0.7
0.8
0.9
1.0
1.1
1.2
1.3
1.4
1.5
1.6
%
1/8/1
8
3/8/1
8
5/8/
18
7/8/189/8/
18
11/8/1
8
13/8/1
8
15/8
/18
17/8/1
8
19/8
/18
21/8/1
8
23/8/1
8
25/8
/18
27/8/1
8
29/8/1
8
31/8
/18
2/9/184/9/186/9
/18
93
95
97
99
101
103
105
2/
1/18
2/2/
18
2/3/
18
2/4/
18
2/5/
18
2/6/182/
7/^18
2/8/
18
2/9/
18
Source: MarketAxess
6 Bonds 2250 p25-55.indd 26 07/09/2018 19:29:58