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Published on 4/19/2012 in the Prospect News High Yield Daily.

High Yield Calendar: $2.725 billion deals being marketed

April 16 week

RESOLUTE ENERGY CORP.: $250 million senior notes due 2020 (B3/B-); Citigroup Global Markets Inc., BMO Capital Markets Corp., Wells Fargo Securities; Rule 144A with registration rights; non-callable for four years; three-year 35% equity clawback; 101% poison put; to repay debt and for general corporate purposes, including capital expenditures; Denver-based independent oil and gas company; price talk 8½% to 8¾%; books closed; pricing mid to late Friday morning.

CARMIKE CINEMAS, INC.: $210 million senior secured notes due 2019 (B2/B); Macquarie Capital; Rule 144A with registration rights; non-callable for three years; to retire Carmike's existing term loan, with any remaining proceeds for working capital and other general corporate purposes; Columbus, Ga.-based cinema operator; price talk 7¼% to 7½%; books close at 11 a.m. ET Friday, pricing thereafter

MCRON FINANCE SUB LLC and MCRON FINANCE CORP. (to be merged with and into MILACRON LLC): $265 million senior secured notes due 2019 (B1/B+); Bank of America Merrill Lynch, RBC Capital Markets, Barclays Capital Inc. (joint), KeyBanc Capital Markets (co); Rule 144A and Regulation S for life; callable after three years at par plus 75% of coupon; 101% poison put; to finance the acquisition of the company by CCMP Capital; Cincinnati-based manufacturer and supplier of plastics-processing technologies and metalworking fluids; price talk 8 5/8% area; books close noon ET Friday except for accounts meeting with the company on Friday, pricing thereafter.

MONACO SPINCO INC. (ACCO BRANDS CORP.): $500 million senior notes due 2020 (confirmed B2/expected B); Barclays Capital Inc. (left lead), Bank of America Merrill Lynch, BMO Capital Markets Corp., SunTrust Robinson Humphrey (joint books), BBVA, PNC Capital Markets, Scotia Capital (co's); Rule 144A and Regulation S with registration rights; non-callable for five years; to fund the special distribution in connection with the separation of the Mead Consumer & Office Products business and to purchase or redeem up to all of the company's senior subordinated notes; Lincolnshire, Ill.-based office supply manufacturer; price talk 6¾% to 7%; books close noon ET Friday except for accounts seeing the company, pricing thereafter (the company will continue to visit accounts during the April 23 week as planned in the original roadshow)

AGROKOR DD: Benchmark euro-denominated senior notes due 2019 (B2/B), proposed dollar-denominated notes withdrawn; BNP Paribas, UniCredit SpA, J.P. Morgan Securities LLC (joint), Erste Group, Banka Intesa, Raiffeisen Bank International, SG CIB (co's); Rule 144A and Regulation S for life; non-callable for three years; to refinance debt; Zagreb, Croatia-based consumer food product company; European roadshow concluded; U.S. roadshow canceled; pricing expected Friday.

NATIONSTAR MORTGAGE LLC and NATIONSTAR CAPITAL CORP.: $275 million senior notes due 2019; Credit Suisse Securities (USA) LLC, Bank of America Merrill Lynch, Barclays Capital Inc., Citigroup Global Markets Inc., RBS Securities Inc., Wells Fargo Securities LLC; Rule 144A and Regulation S with registration rights; callable after three years at par plus 75% of the coupon; three-year 35% equity clawback; 101% poison put; for general corporate purposes, which may include future acquisitions and transfers of servicing portfolios and/or related businesses from third parties; Lewisville, Texas-based mortgage services provider; roadshow started April 16; pricing late April 16 week.

AGS HOLDINGS, LLC and AGS FINANCING CORP. (AMERICAN GAMING SYSTEMS INC.): $150 million senior secured notes due 2017; Credit Suisse (sole); Rule 144A for life; non-callable for 2.5 years; three-year 35% equity clawback; 101% poison put; to refinance existing debt and fund the buyout of the Bluberi Gaming Technologies development agreement; Henderson, Nev.-based provider of equipment and services to the gaming industry; pricing late April 16 week or early April 23 week.

April 23 week

MBI ENERGY SERVICES, INC.: $250 million senior notes due 2020 (expected ratings Caa1/B); RBC Capital Markets (left books), Wells Fargo Securities LLC (joint books), Imperial Capital, US Bancorp (joint leads), Fifth Third Securities Inc., Comerica Investments, Tudor Pickering Holt & Co. (co's); Rule 144A and Regulation S with registration rights; non-callable for four years; three-year 35% equity clawback; 101% poison put; to repay debt and general corporate purposes; Belfield, N.D.-based provider of products and services to the energy industry, focused primarily on oil resource plays in the Bakken Field; roadshow started April 18; pricing middle of April 23 week.

PROSPECT MEDICAL HOLDINGS, INC.: $325 million seven-year senior secured notes; Morgan Stanley & Co. LLC, Credit Suisse Securities (USA) LLC, RBC Capital Markets (joint); Rule 144A for life; non-callable for three years; proceeds, along with cash on hand, to repay certain of the outstanding debt including the 2014 notes, to make a distribution to Ivy Holdings for the redemption of its 13½% senior redeemable exchangeable cumulative preferred stock, and for general corporate purposes; owner and operator of five community-based hospitals in Los Angeles and a manager of the provision of health care services of HMO enrollees; investor call 9:30 a.m. ET April 20; investor lunch on April 23; pricing late April 23 week.

VIASYSTEMS GROUP, INC.: $550 million senior secured notes due 2019; Goldman Sachs & Co., Wells Fargo Securities LLC, Stifel, Nicolaus & Co. Inc.; Rule 144A and Regulation S; to fund the previously announced acquisition of DDi Corp. (Nasdaq: DDIC), to redeem $220 million 12% senior secured notes due 2015; St. Louis-based provider of complex multilayer printed circuit boards, wire harnesses and electro-mechanical services; roadshow started April 17; pricing late April 16 week or early April 23 week.

On the Horizon

CAPTAIN BIDCO SAS (ASCOMETAL): €300 million senior secured notes due 2020 (expected ratings B3/B-); Bank of America Merrill Lynch (bill and deliver, joint books), Morgan Stanley (joint books); Rule 144A and Regulation S for life; non-callable for four years; 101% poison put; to refinance debt used to acquire Ascometal; Courbevoie, France, steel producer.

CKX ENTERTAINMENT, INC.: $360 million senior secured second-lien notes due 2019 (/B-/); Goldman Sachs & Co. (left books), Macquarie Group Ltd. (joint books); Rule 144A and Regulation S; non-callable for four years; to fund the purchase of common stock and repay existing credit facility; New York City-based owner and developer of entertainment content; possible business for the first quarter of 2012.

CONSOLIDATED COMMUNICATIONS HOLDINGS INC.: $350 million senior notes; to take out bridge loan backing the acquisition of Roseville, Calif.-based communications services provider SureWest Communications; Morgan Stanley Senior Funding Inc. is leading the debt financing; Mattoon, Ill.-based communications company; acquisition expected to close in the fourth quarter of 2012.

CREATIVE CASINOS, INC.: $355 million senior secured notes due 2019 (expected ratings Caa1/CCC+), decreased from $365 million, callable in three years at par plus ¾ coupon (call protection decreased from four years), price talk 12½% area; Jefferies & Co. Inc., Morgan Stanley & Co. LLC, Capital One Southcoast (joint) also $90 million 7.5-year senior redeemable perpetual preferred stock, non-callable for two years, decreased from $103.093 million; Jefferies, Morgan Stanley (joint); Rule 144A and Regulation S with registration rights; to fund construction of a new casino and hotel located in Lake Charles, La.; Las Vegas-based gaming, lodging and entertainment company (previous overall deal-size was $468.1 million).

ENERGY TRANSFER EQUITY, LP: $3.2 billion high-yield bonds to help complete the $7.9 billion merger of Energy Transfer and Southern Union Co., including repayment of $3.7 billion of Southern Union debt, expected to close in the first quarter of 2012; Energy Transfer is a Dallas-based oil and gas pipeline company.

GLOBALIVE WIRELESS MANAGEMENT CORP.: Up to $1 billion equivalent in U.S. dollar- and Canadian dollar-denominated notes; Credit Suisse Securities (USA) LLC, Morgan Stanley & Co., BMO Capital Markets Corp.; Rule 144A; to fund expansion of its wireless network and for general corporate purposes; Toronto-based wireless communications services provider; expected during first quarter of 2012.

GREENFIELD ETHANOL INC.: C$175 million of five-year senior second-lien notes (/B+//DBRS: B); Scotia Capital Inc. (lead); Macquarie Capital Markets Canada Ltd., Societe Generale (Canada) and TD Securities Inc. (co-managers); non-callable for three years, 101% change-of-control put; equity clawback for up to 35% in first three years; Canada call at 50 bps over Canadian government benchmark; guarantors GreenField Ethanol (Johnstown) Inc.; GreenField Ethanol (Hensall) Inc.; GreenField Hensall LP; GreenField Hensall GP Inc.; Pharmco Products Inc.; Aaper Alcohol and Chemical Co., Aaper Holdings Inc.; GreenField Ethanol of Quebec Inc. and all future restricted subsidiaries of GreenField.; proceeds to repay debt, to terminate existing interest rate swap agreements and for general corporate purposes; Ontario-based GreenField Ethanol is Canada's largest ethanol company.

M&G FINANCE CORP.: $200 million to $300 million senior secured notes due 2019 (expected B3//BB), downsized from $500 million; J.P. Morgan Securities LLC (sole); Rule 144A and Regulation S for life; non-callable (call protection increased from four years); to finance construction of new PET and PTA production facilities, pay back intercompany debt and fund working capital; Houston-based Mossi & Ghisolfi (M&G) produces polyethylene terephthalate (PET) resin for packaging applications; price talk 10% coupon to yield 12% at an issue price of approximately 90.00.

NAL OIL & GAS: C$150 million to C$250 million notes; RBC Capital Markets, BMO Nesbitt Burns; Calgary, Alta., trust acquires interests in Canada's upstream conventional oil and gas industry.

PENN VIRGINIA RESOURCE PARTNERS LP: $220 million senior notes, backed by a bridge loan led by RBC; proceeds will be used, along with equity, to fund the acquisition of Chief Gathering LLC from Chief E&D Holdings LP for $800 million in cash and $200 million of a new class of limited partner interests; Penn Virginia is a Radnor, Pa.-based owner and manager of coal and natural resource properties, and midstream natural gas gathering and processing businesses.

TRINSEO MATERIALS OPERATING SCA: $450 million six-year senior notes (B3/B), non-callable for three years (structure changed from seven-year non-call-four); Barclays Capital Inc. (left lead), Deutsche Bank Securities Inc., BMO Securities, Citigroup Global Markets Inc., Goldman Sachs & Co., HSBC; Rule 144A and Regulation S with registration rights; non-callable for four years; to repay bank debt and for general corporate purposes; diversified chemical company; price talk 12¼% area, including about 3 points of OID; roadshow was in late November 2011; likely business for the first quarter of 2012.

WII COMPONENTS, INC.: New subordinated notes and new credit facility; to fund a tender offer and consent solicitation for its $105.85 million of 10% senior notes due 2012, consent deadline July 7, 2011; St. Cloud, Minn., cabinet manufacturer.

ZAYO GROUP LLC $1.25 billion: $750 million senior secured notes and $500 million senior unsecured notes; also $1.75 billion credit faclity; Morgan Stanley Senior Funding Inc. and Barclays Capital Inc. (joint), SunTrust Robinson Humphrey Inc., UBS Securities LLC, RBC Capital Markets LLC, Goldman Sachs & Co.; to fund the acquisition of AboveNet Inc., expected to close by the middle of 2012; financing also includes $290 million of equity from GTCR and Charlesbank Capital Partners and cash on hand; Zayo is a Louisville, Colo.-based provider of fiber-based bandwidth infrastructure and network-neutral colocation and interconnection services.

Roadshows

Started April 16: CARMIKE CINEMAS, INC. $210 million; Macquarie.

Through April 20: MILACRON LLC $265 million; Bank of America Merrill Lynch, RBC, Barclays Capital Inc.

Pricing late April 16 week or early April 23 week: AMERICAN GAMING SYSTEMS INC. $150 million; Credit Suisse Securities (USA) LLC.

Started April 17: NATIONSTAR MORTGAGE $275 million; Credit Suisse Securities (USA) LLC.

Started April 17: VIASYSTEMS $550 million; Goldman Sachs & Co., Wells Fargo, Stifel Nicolaus.

Started April 17: AGROKOR: Benchmark; BNP, UniCredit, JPMorgan.

Started April 18: MBI ENERGY SERVICES, INC. $250 million; RBC, Wells Fargo.

Started April 18: ACCO BRANDS CORP. $500 million; Barclays Capital Inc., Bank of America Merrill Lynch, BMO, SunTrust.

Pricing late April 23 week: PROSPECT MEDICAL $325 million; Morgan Stanley & Co. LLL, Credit Suisse Securities (USA) LLC, RBC.


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