Healthcare ServicesLBO FinancingFrance / Benelux

€85M Unitranche for French Healthcare Platform

Single-lien financing supporting sponsor-backed buy-and-build strategy across multiple jurisdictions with flexible accordion for add-on acquisitions.

Deal Overview

Transaction Type

Facility Size

€85M Unitranche

Structure

Single-lien with €25M accordion

Company EBITDA

€15M

Total Leverage

5.8x EBITDA

Pricing

E+550bp, 1% unused fee

Term

7 years

Jurisdiction

France, Belgium, Netherlands

The Challenge

A mid-market private equity sponsor acquired a French healthcare services platform with operations across France and Benelux, requiring debt financing to support the transaction and future add-on acquisition strategy.

Key complexity factors included:

•Multi-jurisdiction structure requiring coordinated security across three countries
•Time-sensitive acquisition process requiring rapid execution (45-day timeline)
•Need for flexible acquisition capacity to support buy-and-build strategy
•Regulatory considerations across healthcare jurisdictions

Our Solution

We structured an €85M unitranche facility providing the sponsor with single-lender relationship simplicity while maintaining competitive economics. The solution included:

Structure

→Single-lien unitranche eliminating intercreditor complexity
→€25M accordion feature for future acquisitions at same-terms pricing
→Flexible financial covenants with 50% equity cure rights
→Cross-border security package with local law documentation

Execution

→45-day timeline from term sheet to funding
→Coordinated security perfection across French, Belgian, and Dutch law
→Healthcare regulatory clearances in parallel with financing documentation
→Single closing coordinating multiple jurisdiction filings

Deal Structure

Capital Structure

Unitranche Debt€85M @ 5.8x

Accordion Capacity€25M (undrawn)

Sponsor Equity€42M

Covenants

•Net Leverage: 6.25x (tested quarterly)
•Fixed Charge Coverage: 2.0x minimum
•Equity Cure: 50% of test periods (max 2 consecutive)
•Restricted Payments: 75% EBITDA dividend capacity

Key Documentation

Credit Agreement

LMA-based unitranche facility agreement adapted for single-lender structure with streamlined amendment thresholds and accordion mechanics.

Security Documentation

Comprehensive security package including French law share pledges, business asset mortgages under Belgian law, and Dutch law silent pledges coordinated through parallel debt structure.

Accordion Documentation

Pre-negotiated incremental facility provisions enabling €25M additional borrowing for acquisitions meeting specified criteria without full credit agreement amendment.

Intercreditor Framework

Not applicable—unitranche structure eliminated need for intercreditor agreement between senior and junior lender groups.

Transaction Timeline

Week 1

Term Sheet Execution

Negotiated and executed unitranche term sheet with pricing, structure, and covenant framework

2-3

Weeks 2-3

Due Diligence & Documentation

Financial, legal, and commercial due diligence parallel with credit agreement drafting and multi-jurisdiction security documentation

4-5

Weeks 4-5

Negotiation & Finalization

Covenant negotiation, security perfection mechanics, and regulatory clearance coordination

Week 6

Closing & Funding

Simultaneous signing and funding with coordinated security filings across three jurisdictions

Outcome

The transaction closed on schedule, enabling the sponsor to complete the healthcare platform acquisition within the competitive timeline required by the sell-side process.

Post-closing benefits:

•Accordion utilization: Company completed two add-on acquisitions within 12 months using €18M of accordion capacity, requiring only compliance certificates and streamlined perfection filings
•Operational flexibility: Single-lender structure enabled rapid covenant amendment discussions during COVID-19 disruption without multi-party coordination challenges
•Cost efficiency: Unitranche pricing competitive with traditional senior/junior split while avoiding intercreditor complexity and dual relationship management

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The Challenge

Key complexity factors included:

•Multi-jurisdiction structure requiring coordinated security across three countries
•Time-sensitive acquisition process requiring rapid execution (45-day timeline)
•Need for flexible acquisition capacity to support buy-and-build strategy
•Regulatory considerations across healthcare jurisdictions

Our Solution

We structured an €85M unitranche facility providing the sponsor with single-lender relationship simplicity while maintaining competitive economics. The solution included:

Structure

→Single-lien unitranche eliminating intercreditor complexity
→€25M accordion feature for future acquisitions at same-terms pricing
→Flexible financial covenants with 50% equity cure rights
→Cross-border security package with local law documentation

Execution

→45-day timeline from term sheet to funding
→Coordinated security perfection across French, Belgian, and Dutch law
→Healthcare regulatory clearances in parallel with financing documentation
→Single closing coordinating multiple jurisdiction filings

Key Documentation

Credit Agreement

LMA-based unitranche facility agreement adapted for single-lender structure with streamlined amendment thresholds and accordion mechanics.

Security Documentation

Comprehensive security package including French law share pledges, business asset mortgages under Belgian law, and Dutch law silent pledges coordinated through parallel debt structure.

Accordion Documentation

Pre-negotiated incremental facility provisions enabling €25M additional borrowing for acquisitions meeting specified criteria without full credit agreement amendment.

Intercreditor Framework

Not applicable—unitranche structure eliminated need for intercreditor agreement between senior and junior lender groups.

Transaction Timeline

Week 1

Term Sheet Execution

Negotiated and executed unitranche term sheet with pricing, structure, and covenant framework

2-3

Weeks 2-3

Due Diligence & Documentation

Financial, legal, and commercial due diligence parallel with credit agreement drafting and multi-jurisdiction security documentation

4-5

Weeks 4-5

Negotiation & Finalization

Covenant negotiation, security perfection mechanics, and regulatory clearance coordination

Week 6

Closing & Funding

Simultaneous signing and funding with coordinated security filings across three jurisdictions

Outcome

The transaction closed on schedule, enabling the sponsor to complete the healthcare platform acquisition within the competitive timeline required by the sell-side process.

Post-closing benefits:

•Accordion utilization: Company completed two add-on acquisitions within 12 months using €18M of accordion capacity, requiring only compliance certificates and streamlined perfection filings
•Operational flexibility: Single-lender structure enabled rapid covenant amendment discussions during COVID-19 disruption without multi-party coordination challenges
•Cost efficiency: Unitranche pricing competitive with traditional senior/junior split while avoiding intercreditor complexity and dual relationship management