Golden Goose : Issuance Focus

Golden Goose is preparing a € 480m senior secured FRN issue with a six-year NC1 (call at par) maturity, intended to refinance the entire € 480m of its existing FRN maturing in 2027 through the exercise of the call at par. At the same time, the group plans to distribute € 100m in dividends to its shareholders in one or more tranches in 2025 or 2026 (financed 100% from existing cash). It will only moderately increase leverage to 2.8x pro forma (+0.4 ppt). Lastly, it will obtain a new € 100m super senior RCF to replace the current € 75m facility.
The documentation is fairly favourable to the sponsor. The bond includes a total or partial call at 102% in the event of an IPO before the first call date. We note that the restricted payment covenant is particularly flexible (calculation of the NI builder basket since May 2021, with a floor of 0 each quarter and a starting amount of € 35m added, as well as a special basket of € 100m to enable the announced distribution). We also note the absence of a ‘J. Crew’ blocker (i.e. the possibility of transferring valuable intellectual property to an unrestricted subsidiary). Lastly, the fall-away clause, i.e. suspension of the covenants, can be triggered not only if an IG rating is obtained but also in the event of an IPO, provided that leverage does not exceed 2x.