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Published on 11/7/2006 in the Prospect News High Yield Daily.

New Issue: Britannia Bulk raises $173.2 million with downsized, discounted 11% five-year notes

By Paul A. Harris

St. Louis, Nov. 7 - Britannia Bulk plc priced a downsized $185 million issue of 11% five-year senior secured notes (B3/B-) at 93.622 to yield 12¾% on Tuesday, according to an informed source.

Price talk was 10¾% to 11%.

The structure of the notes was modified during marketing, with the maturity decreased to five years from seven years, and call protection decreased to three years from four years.

The sale, which was downsized from $215 million, generated $173.2 million of proceeds.

Jefferies & Co. and ABN Amro were joint bookrunners for the notes, which were issued via Rule 144A with registration rights and via Regulation S. Davy Securities was the co-manager.

Proceeds will be used to repay all of Britannia Bulk's outstanding debt, to fund the acquisition of drybulk vessels and for general corporate purposes.

The notes will be secured by a first-priority lien on all of the London-based company's existing vessels as well as vessels to be acquired with the proceeds of this offering, the vessel acquisition account and certain other collateral.

Britannia Bulk owns and operates a fleet of drybulk, tug and barge vessels with a focus on the Baltic coal trade.

Issuer:Britannia Bulk plc
Face amount:$185 million (decreased from $215 million)
Proceeds:$173.2 million (approximate)
Maturity:Dec. 1, 2011
Security description:Senior secured notes
Bookrunners:Jefferies & Co, ABN Amro
Co-manager:Davy Securities
Coupon:11%
Price:93.622
Yield:12¾%
Spread:815 bps
Call features:Make-whole call at Treasuries plus 50 bps until Dec. 1, 2009, then callable at 106.375, par on and after Dec. 1, 2010
Equity clawback:Until Dec. 1, 2009 for 35% at 112.75
Trade date:Nov. 7
Settlement date:Nov. 16
Ratings:Moody's: B3
Standard & Poor's: B-
Distribution:Rule 144A with registration rights and Regulation S
Price talk:10¾% to 11%

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