Adobe Inc. is looking to enter the investment-grade bond market later this year to help fund its planned purchase of Figma Inc. and refinance upcoming maturities in one go, Chief Financial Officer Dan Durn said.
(Bloomberg) — Adobe Inc. is looking to enter the investment-grade bond market later this year to help fund its planned purchase of Figma Inc. and refinance upcoming maturities in one go, Chief Financial Officer Dan Durn said.
The software company plans to issue bonds to finance the Figma transaction — which could include replacing its $3.5 billion delayed draw term loan — and $1.5 billion of bonds set to mature in 2025 around the closing date for the deal, Durn said in an interview on Thursday. Adobe wants to cover all its upcoming funding needs when it comes to the market and take out both short-and long-dated bonds, he added.
Adobe will “address everything at once,” Durn said.
The company expects to hear back from the Justice Department on its planned transaction in the coming months, Durn said. He said the company remains confident it will receive approval from regulators by the end of the year. Adobe is prepared to take the DOJ to court if it fails to approve the transaction, with a potential suit likely taking four to five months, the CFO said.
The DOJ and Figma didn’t immediately respond to requests for comment.
The DOJ’s antitrust division, which has taken a more aggressive approach to mergers and acquisitions under President Joe Biden, is concerned that the deal — one of the largest takeovers of a private software maker in recent years — would reduce options for design software used by creative professionals. “We have been well prepared for a variety of scenarios,” he said. “We are realistic about the regulatory environment.”
The company’s planned bond sale will be contingent on Adobe securing regulatory approval for its Figma deal, a spokeswoman said.
READ: DOJ Preparing Suit to Block Adobe’s $20 Billion Figma Deal (1)
Adobe agreed to the $3.5 billion delayed draw term loan in January after it said in October it would acquire Figma for $20 billion in cash and stock. The loan is available for funding in a single drawing any time before Sept. 15, as long as the purchase of Figma has closed. The company opted for this type of short-term financing instrument to align with the expected closing time of the deal, Durn said, adding that the delayed draw term loan provided “better flexibility.”
Adobe plans to use a combination of debt, stock and cash on the balance sheet to finance the transaction. The company reported $4.1 billion in cash and cash equivalents for the quarter ended March 3, up from $2.7 billion at the end of the prior-year period. Adobe also spent $500 million during the quarter ended March 3 to pay down debt.
Adobe inked the new loan before the collapse of several banks sent shock waves through the financial sector. “Given what’s happened with the banking disruption, it was a great decision to get in there early,” Durn said.
Investment-grade bond spreads have fallen in recent weeks. The company is confident it will be able to fund at competitive rates, Durn said.
“With a $3.5 billion delayed draw term loan we would expect a similar – if not mildly higher amount – to be termed out later this year at tighter spreads than the average of its high-grade peers,” Bloomberg Intelligence analyst Robert Schiffman said. “Stable, mid-to-high A ratings coupled with ample free cash flow and limited absolute debt provide a strong technical and fundamental backdrop.
–With assistance from Brody Ford.
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