01—Abstract
Summary
Summary of the 8-K filed June 4, 2025. Cited figures are marked; the original filing is the authoritative source.
Flutter Entertainment plc (FLUT) disclosed on June 4, 2025 that its indirect wholly owned subsidiary, Flutter Treasury DAC (the "Issuer"), issued and sold senior secured notes in three currencies: $1,000 milliona of 5.875% notes, €550 million of 4.000% notes, and £450 million of 6.125% notes.
All notes were issued at 100% of par, pay interest semi-annually in arrears, and are guaranteed on a senior secured basis by the Company and other guarantors that also borrow under or guarantee its senior secured credit facilities. The notes were sold under Rule 144A in the United States and under Regulation S outside the United States. In addition, the Company increased its outstanding term B loans under the Credit Agreement by $750 millionb through a Third Incremental Assumption Agreement.
These Third Incremental Term B Loans mature on June 4, 2032, carry a choice of ABR plus a 1.00%c margin (ABR floor of 1.00%) or Adjusted Term SOFR plus a 2.00% margin (SOFR floor of 0.50%), and require quarterly amortization of 0.25% of original principal. Other terms of the credit agreement remain substantially the same.
The Company intends to use the proceeds to repay all amounts due under the Bridge Credit Agreement dated April 29, 2025, which was used in part to fund the acquisition of Snaitech S.p.A., and for general corporate purposes and transaction costs. Investors should note that the filing describes a refinancing of acquisition bridge debt and a larger debt load secured by the group's assets, with the new notes and term loans maturing in 2031 and 2032 respectively.
02—Key points
Key Highlights
- Issued $1,000 million 5.875% senior secured notes, €550 million 4.000% senior secured notes, and £450 million 6.125% senior secured notes, all at 100% of par
- Increased outstanding term B loans under the Credit Agreement by $750 million, maturing June 4, 2032
- Third Incremental Term B Loans priced at ABR plus 1.00% (1.00% floor) or Adjusted Term SOFR plus 2.00% (0.50% floor), with 0.25% quarterly amortization
- Proceeds will repay all amounts under the April 29, 2025 Bridge Credit Agreement used partly to fund the Snaitech S.p.A. acquisition
- Notes are senior secured obligations of Flutter Treasury DAC and guaranteed on a senior secured basis by Flutter Entertainment plc and other guarantors
- Offering was made under Rule 144A to qualified institutional buyers in the U.S. and under Regulation S to non-U.S. persons
03—Questions
Frequently Asked Questions
What debt did Flutter issue on June 4, 2025?
Flutter Treasury DAC issued $1,000 million of 5.875% senior secured notes, €550 million of 4.000% senior secured notes, and £450 million of 6.125% senior secured notes, all issued at 100% of par value with semi-annual interest payments.
How much additional term loan debt did Flutter take on?
The aggregate principal amount of term B loans outstanding under the Credit Agreement increased by $750 million through the Third Incremental Term B Loans, which mature on June 4, 2032.
What is the pricing on the new term B loans?
At the Borrower's option, the loans bear interest at either ABR (floor 1.00%) plus a 1.00% margin, or Adjusted Term SOFR (floor 0.50%) plus a 2.00% margin.
Why is Flutter raising this debt?
The Company intends to use the proceeds to repay all amounts due under the Bridge Credit Agreement dated April 29, 2025, which was used in part to fund the acquisition of Snaitech S.p.A., and for general corporate purposes and transaction fees and expenses.
Are the new notes secured and guaranteed?
Yes. The notes are senior secured obligations of the Issuer and are guaranteed on a senior secured basis by Flutter Entertainment plc and the other guarantors, which also borrow under or guarantee the company's senior secured credit facilities.
04—Continue