Mon 01/08/2024 10:19 AM
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Reporting: Robert Schach

German heat exchanger manufacturer Mangrove, fka Galapagos, is weighing a return to the market to refinance its €356 million senior secured 2025 bonds. The group had put its Kelvion Thermal Solutions business up for sale last year and appointed Rothschild to run the process in order to fund the repayment of the bonds. But following strong trading, which resulted in net leverage falling to just 2x, sponsor Triton is now considering a straight refinancing instead, in either the bond or private credit markets, unless it receives a favorable bid for the thermal solutions division, sources said.

Following a 2019 restructuring, the group had been facing some legal risk as a result of junior creditors challenging the deal in multiple jurisdictions. But that risk has now been lifted after their final attempt failed when the UK High Court denied permission to appeal an August judgment upholding the restructuring.

Mangrove’s revenues jumped 24.6% year over year in the third quarter to €351.7 million, while reported EBITDA surged 29.5% year over year to €31.3 million. On an investor day held in early December, management guided to a strong Q4 as well, while the group’s solid order book leaves it well placed to maintain its positive momentum during 2024, sources noted.

The group is also generating a solid level of free cash flow, which has enabled it to pay down draws on its RCF. After repaying €5 million during Q1, €10 million in Q2 and another €5 million in Q3, it paid down the remaining €45 million following a strong working capital inflow and continued EBITDA growth during the fourth quarter, which means the €65 million RCF is now fully undrawn.

Mangrove is planning to refinance the revolver as well as its guarantee facilities during Q1’24 and then refinance the bonds by mid-year, sources said.

The group remains well positioned across several growth sectors, such as data centers and renewable energy, which is helping offset some of the macro-economic weakness in Europe. It also benefits from a strong high margin service business, which accounts for around 30% of EBITDA, sources noted.

The bonds have rallied from around 70 in the middle of last year to around 94-mid, according to Solve Advisors.

Mangrove’s capital structure as of September 2023 is below:
 
Mangrove
 
09/30/2023
 
EBITDA Multiple
(EUR in Millions)
Amount
Maturity
Rate
Book
 
Finance Leases 1
8.0
 
 
 
Total Finance Leases
8.0
 
0.1x
€65M Revolving Credit Facility 2
45.0
Oct-08-2023
 
 
Total Super Senior Secured Debt
45.0
 
0.5x
Bank Debt 3
4.5
 
 
 
Senior Secured Notes 4
356.2
Oct-09-2025
7.775%
 
Total Secured Debt
360.7
 
3.7x
Leases (IFRS 16) 1
57.0
 
 
 
Total Lease Liabilities
57.0
 
4.2x
Total Debt
470.7
 
4.2x
Less: Cash and Equivalents
(153.4)
 
Plus: Restricted Cash
3.6
 
Net Debt
321.0
 
2.9x
Operating Metrics
LTM Revenue
1,298.2
 
LTM Reported EBITDA
111.2
 
 
Liquidity
RCF Commitments
65.0
 
Less: Drawn
(45.0)
 
Plus: Cash and Equivalents
153.4
 
Less: Restricted Cash
(3.6)
 
Total Liquidity
169.8
 
Credit Metrics
Gross Leverage
4.2x
 
Net Leverage
2.9x
 

Notes:
LTM EBITDA is Reported EBITDA. Restricted cash at the end of the period was €3.63M.
1. As of June 30, 2023, due to not being disclosed as of Sept. 30.
2. Margin of E + 425bps and subject to a ratchet based on net leverage. Facility maturity is subject to an automatic one-year extension. Calculated as €65M drawn as of Dec. 31, 2022, less €20M repaid in the nine month period to Sept. 30, 2023.
3. Calculated as total bank loans less amounts drawn under the RCF.
4. The issuer had the option to partially capitalize its interest payments in June 2020, Dec. 2020, June 2021, and Dec. 2021. If so, then the interest rate for the relevant period would be 9%, consisting of 0.25% of cash-pay interest and 8.75% of PIK interest.
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