High Yield Calendar: $9.26 billion, £105 million deals being marketed

Sept. 9 Week

THC ESCROW CORP. to be assumed by TENET HEALTHCARE CORP.: $4.6 billion: $1.8 billion seven-year senior secured notes, price talk 6% to 6¼%, and $2.8 billion 8.5-year senior unsecured notes, price talk 8% to 8¼%; BofA Merrill Lynch (left books), Barclays, Citigroup Global Markets Inc., Wells Fargo Securities LLC (joint books), Scotia Capital, SunTrust Robinson Humphrey Inc., Morgan Stanley & Co. LLC (co's); Rule 144A with registration rights and Regulation S; both tranches non-callable apart from make-whole call at Treasuries plus 50 bps; to help fund the acquisition of Vanguard Health and also to refinance some of Vanguard's existing debt; Tenet is a Dallas-based health care services company; Vanguard is a Nashville, Tenn.-based owner and operator of acute care and specialty hospitals and complementary facilities; ($1.8 billion secured debt previously expected to come as a bank loan); books closed at 5 p.m. ET on Thursday; allocations expected Friday.

PINNACLE OPERATING CORP. (PINNACLE AGRICULTURAL HOLDINGS, LLC): $300 million second-lien senior secured notes due 2020 (Caa1/CCC+); Credit Suisse Securities (USA) LLC, BMO, Citigroup Global Markets Inc., Apollo Global Securities (joint); non-callable until 2016, then at par plus 50% of the coupon; three-year 35% equity clawback; 101% poison put; to refinance the second-lien term loan, to repay ABL borrowings and for general corporate purposes; Mayfield, Ky.-based agricultural input supply and distribution business; price talk 9% to 9¼%; books close at 11 a.m. ET Friday, pricing thereafter.

SANCHEZ ENERGY CORP: $150 million add-on to 7¾% senior notes due June 15, 2021 (existing ratings Caa1/CCC+); RBC Capital Markets (left books), Credit Suisse Securities (USA) LLC (joint books), Capital One Securities, SunTrust Robinson Humphrey Inc. (senior co's), Iberia Capital Partners LLC., Johnson Rice & Co. LLC, SG CIB (co's); Rule 144A and Regulation S with registration rights; make-whole call at Treasuries plus 50 bps until June 15, 2017, then callable at 103.875; to fund a portion of the recent acquisitions and accelerated development program through 2014; Houston-based oil and gas exploration and development company; investor call 11 a.m. ET on Sept. 12; pricing late Sept. 9 week; original $400 million issue priced at par on June 10, 2013; Rule 144A add-on notes will be fungible with the existing notes upon issuance; price talk 96 to 96.5; books closed 3 p.m. ET Thursday; pricing Friday morning.

JBS USA, LLC and JBS USA FINANCE, INC. (JBS USA, LLC): $400 million add-on to the 7 ¼% senior notes due June 1, 2021 (deal was previously structured as a new offering of eight-year notes, non-callable for three years); PMorgan, BofA Merrill Lynch, Wells Fargo Securities LLC, RBC Capital Markets, Credit Suisse (joint), U.S. Bancorp, SG CIB (co's); callable on June 15, 2015 at 105.438; to help finance a tender for JBS' 11 5/8% senior notes due 2014; Greeley, Colo.-based beef, pork and lamb processing company; price talk 99 to par; pricing Friday; original $650 million issue priced at 98.26 to yield 7½% on May 20, 2011; add-on notes will be fungible after one year when freely tradable.

BUILDING MATERIALS HOLDING CORP.: $250 million five-year senior secured notes (Caa1/B-); J.P. Morgan Securities LLC, Moelis (joint); Rule 144A and Regulation S for life; non-callable for two years; to repay term loan and revolver, and collateralize letter of credit; Vancouver, B.C.-based provider of building products and services; price talk 9% area; books close at noon ET Friday, pricing thereafter.

NATURAL RESOURCE PARTNERS LP and NRP FINANCE CORP.: $300 million five-year senior notes (B3/B), maturity reduced from eight years; Citigroup Global Markets Inc., Wells Fargo Securities LLC (joint), BB&T, Huntington Investment, BBVA, Comerica, Mitsubishi UFJ (co's); Rule 144A and Regulation S with registration rights; callable in 2.5 years at par plus 75% of the coupon (call protection reduced from three years); three-year 35% equity clawback; 101% poison put; to repay revolver and a portion of the $200 million term loan entered into in connection with the OCI Wyoming acquisition; Houston-based master limited partnership principally engaged in owning and managing mineral reserve properties, primarily coal, aggregate and oil and gas reserves; price talk 9½% area (also covenant changes); commitments due 10 a.m. ET Friday, pricing thereafter.

Sept. 16 Week

AMERICAN CAPITAL, LTD.: $350 million five-year senior notes (expected ratings B3/B+); JP Morgan Securities, LLC, BofA Merrill Lynch, BMO Securities, Citigroup Global Markets, Goldman Sachs & Co., UBS Investment Bank (joint); Rule 144A and Regulation S for life; non-callable for two years; for general corporate purposes; Bethesda, Md.-based private equity firm and asset manager; roadshow started Sept. 11; pricing early Sept. 16 week.

AIR CANADA: $300 million 6.5-year senior second-lien notes (expected ratings Caa2/CCC+); J.P. Morgan Securities LLC, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Morgan Stanley & Co. LLC, TD Securities (joint); Rule 144A and Regulation S for life; callable in three years at par plus 75% of the coupon; to fund the tender offer for $600 million 9¼% senior notes due 2015, C$300 million 10 1/8% senior secured notes due 2015 and any and all of the 12% senior secured second-lien notes due 2016, with any remaining proceeds for general corporate purposes; Canada's biggest airline; roadshow started Sept. 9; pricing early in the Sept. 16 week.

PRA HOLDINGS, INC.: $375 million senior notes due 2023; Credit Suisse Securities (USA) LLC, Jefferies Securities LLC, UBS Investment Bank, KKR Capital Markets, Citigroup Global Markets Inc. (joint); Rule 144A and Regulation S for life; callable in five years at par plus 50% of the coupon; three-year 40% equity clawback; 101% poison put; to help fund the LBO by KKR; Raleigh, N.C.-based contract research organization, providing outsourced clinical development services to the biotechnology and pharmaceutical industries; pricing Sept. 16 week.

PROSPECT HOLDING CO., LLC: $200 million senior notes due 2018; Credit Suisse Securities (USA) LLC, BofA Merrill Lynch (joint); Rule 144A and Regulation S for life; callable in 2.5 years at par plus 50% of the coupon; 2.5-year 35% equity clawback; 101% poison put; special change-of-control call provides for the entire issue to be redeemed at 115% if a change of control takes place within the first two years; to fund growth through expanding retail and correspondent origination channels and fund associated working capital, retain and acquire mortgage servicing rights, and to fund a special dividend; full service mortgage company; roadshow started Sept. 11; pricing Sept. 16 week.

HOCKEY MERGER SUB 2 INC. to be merged with and into HUB INTERNATIONAL LTD.: $1.035 billion senior notes due 2021; BofA Merrill Lynch (left books), Morgan Stanley & Co. LLC, RBC Capital Markets, Macquarie, BMO Securities, UBS Investment Bank (joint books); Rule 144A for life; non-callable for three years; three-year 40% equity clawback: 101% poison put; to fund part of the acquisition of Hub International Parent Holdings, Inc. and refinance existing debt; Chicago-based insurance broker; investor call 12:30 p.m. ET on Sept. 11; pricing Sept. 16 week.

SOHO HOUSE BOND LTD.: £105 million senior secured notes due 2018; Imperial Capital (sole); Rule 144A and Regulation S for life; callable in two years at par plus 75% of the coupon; to refinance debt; London-based private members' club aimed primarily at those in the film, media and creative industries; roadshow started Sept. 11.

BOART LONGYEAR MANAGEMENT PTY LTD. $300 million: 300,000 units, each consisting of $867 senior secured notes and $133 million senior unsecured notes, both maturing in five years, and non-callable; J.P. Morgan Securities LLC, BofA Merrill Lynch, Goldman Sachs & Co. (joint), PNC Capital Markets, U.S. Bancorp Investments Inc., HSBC (co's); Rule 144A and Regulation S for life; 10% of the notes in both tranches are callable annually at 103 for the first three years, but are otherwise non-callable; to pay down revolver; South Jordan, Utah-based maker of drilling and mining equipment; roadshow started Sept. 12; pricing expected Sept. 18.

BI-LO HOLDINGS LLC: $400 million five-year PIK toggle notes (Caa1); Deutsche Bank Securities Inc., Citigroup Global Markets Inc. (joint); non-callable for one year; to fund a dividend; Jacksonville, Fla.-based supermarket chain; pricing expected Sept. 15 week.

Expected September Business

ORIONSTONE PTY LTD.: $200 million seven-year secured notes (B3/B); non-callable for three years; Rule 144A for life; Morgan Stanley & Co. LLC bookrunner; proceeds to repay debt; Mackay, Australia-based supplier of heavy earthmoving rental equipment to the infrastructure, oil, gas and mining industries; expected September business.

DOMESTIC & GENERAL GROUP LTD. £500 million: £200 million seven-year senior secured fixed-rate notes, £150 million six-year senior secured floating-rate notes; £150 million eight-year senior unsecured notes; Goldman Sachs, Barclays, Credit Suisse, BNP, Morgan Stanley, SG CIB, UBS; proceeds, along with an £80 million revolver, to fund the LBO of the company by CVC Capital Partners Ltd. from Advent International Corp.; Bedworth, England-based home-appliance warranty provider; expected September business.

On The Horizon

BUENA VISTA GAMING AUTHORITY: $220 million eight-year senior secured notes; Credit Suisse Securities (USA) LLC, BofA Merrill Lynch (joint); Rule 144A and Regulation S for life; callable in four years at par plus 50% of the coupon; annual mandatory redemption offer of 50% of available funds starting at 103; 101% poison put; to fund construction of the Buenavue Casino; Ione, Calif.-based tribal gaming firm.

COMMUNITY HEALTH SYSTEMS INC. $4.58 billion bridged debt: $2.205 senior secured and $2.375 senior unsecured; BofA Merrill Lynch, Credit Suisse Securities (USA) LLC; to help fund its acquisition of Health Management Associates Inc., expected to close in the first quarter of 2014; Community Health is a Nashville, Tenn.-based hospital company. Health Management is a Naples, Fla.-based owner and manager of hospitals and ambulatory surgery centers.

DELL INC. $3.25 billion secured notes: $2 billion first-lien notes and $1.25 billion second-lien notes; also $7.5 billion credit facility; BofA Merrill Lynch, Barclays, Credit Suisse Securities (USA) LLC, RBC Capital Markets; to help fund the acquisition of the company by Michael Dell and Silver Lake; Round Rock, Texas-based provider of technology and business products and services.

DOLE FOOD CO. INC.: $325 million senior notes backed by $325 million senior unsecured bridge loan priced at Libor plus 725 bps with a 1% Libor floor and 50 bps spread increases every three months until it hits a cap; also $825 million credit facility; Deutsche Bank Securities Inc., Bank of America Merrill Lynch, Scotia Capital; to help fund the purchase of the company by chairman and chief executive officer David H. Murdock, expected to close during the fourth quarter of 2013; Westlake Village, Calif.-based fruit and vegetables company.

FTS INTERNATIONAL, INC.: $400 million secured notes to repay term loan; company is soliciting consents from holders of its 7 1/8% notes due 2018 to amendments to the indenture governing the notes; BofA Merrill Lynch and Citigroup Global Markets Inc. are the solicitation agents; provider of well completion services for the oil and gas industry with corporate offices in Fort Worth and Cisco, Texas.

GAMING AND LEISURE PROPERTIES INC.: $2.05 billion senior notes and $1.15 billion credit facility; to refinance about $2.7 billion of Penn National Gaming Inc.'s existing debt, redeem about $417.5 million of conversion shares from Fortress Investment Group, pay a roughly $487 million earnings and profits dividend in cash and pay around $125 million in transaction expenses related to the spinoff Penn; Wyomissing, Pa.-based owner, acquirer, developer, manager and leaser of gaming and related facilities.

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. LLC, BMO Capital Markets Corp.; Rule 144A; to fund expansion of its wireless network and for general corporate purposes; Toronto-based wireless communications services provider.

HUDSON'S BAY CO.: $400 million senior notes and $1.9 billion term loan (expected blended rate in the mid-5% range); Bank of America Merrill Lynch, RBC Capital Markets; to fund the acquisition of Saks, Inc., expected to close by the end of 2013; Hudson's Bay is an Ontario-based department store operator; Saks is a New York-based retailer.

INTEGRATED MISSION SOLUTIONS LLC: $340 million senior secured notes backed by a $340 million senior secured bridge loan led by Jefferies LLC; also $70 million revolver; to fund the buyout of Michael Baker Corp., expected to close in the late in the third quarter or early in the fourth quarter; Integrated Mission Solutions, an affiliate of DC Capital Partners LLC, is a government contractor that provides engineering, construction, technical services, strategic consulting and other mission-critical services and solutions; Michael Baker is a Moon Township, Pa.-based provider of engineering, design, planning and construction services.

IONA ENERGY CO. (UK) LTD. (IONA ENERGY INC.): $250 million to $300 million callable senior secured bonds; Pareto Securities; to refinance credit facility, of which approximately $139 million is drawn, and to partially retire its existing structured energy derivative transaction, also to fund the delivery of its Orlando and Kells projects to first oil, as well as mature and accelerate its other pipeline of development opportunities; Calgary, Alta.-based oil and gas exploration, development and production company focused on oil and gas development in the United Kingdom's North Sea.

JARDEN CORP.: $795 million bonds and bank loans, sizes to be determined; to help fund its acquisition of Yankee Candle Investments LLC from Madison Dearborn Partners LLC for $1.75 billion in cash, expected to close early in the fourth quarter of 2013; Jarden is a Rye, N.Y.-based provider of consumer products; Yankee Candle is a South Deerfield, Mass.-based designer, manufacturer, wholesaler and retailer of scented candles.

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.

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.

NIELSEN HOLDINGS NV: $1.3 billion bridge, most or all to be taken out with high-yield bonds, to fund its acquisition of Arbitron Inc.; J.P. Morgan Securities LLC; Nielsen is a New York and Netherlands-based provider of information and insights into what consumers watch and buy; Arbitron is a Columbia, Md.-based media and marketing research firm.

RUE 21 INC.: $250 million senior notes backed by a bridge loan via J.P. Morgan Securities LLC, BofA Merrill Lynch, Goldman Sachs Bank USA; also $680 million facility; to help fund the purchase of the company by Apax Partners, expected to close by the end of 2013; Warrendale, Pa.-based retailer of girls' and guys' apparel and accessories.

SILVERLEAF RESORTS, INC.: $175 million senior secured notes due 2019; Deutsche Bank Securities Inc.; non-callable for three years; to pre-fund development of vacation ownership inventory, to refinance a portion of the company's existing debt, to pay a dividend to the sponsor; Dallas-based resort operator.

TMS INTERNATIONAL CORP.: $300 million senior notes and $575 million senior secured credit facility; J.P. Morgan Securities LLC and Goldman Sachs Bank USA; to help fund the buyout of the company by certain members of the Pritzker family, expected to close in the fourth quarter of 2013; Glassport, Pa.-based provider of outsourced industrial services to steel mills.

U.S. XPRESS ENTERPRISES, INC.: $250 million senior secured second-lien notes due 2020 (Caa1/B-); Wells Fargo Securities LLC (left books), Morgan Stanley & Co. LLC (joint books), Regions Securities LLC (co); Rule 144A and Regulation S with registration rights; callable in three years at par plus 75% of the coupon; to repay the existing senior secured credit facility, receivable securitization facility and other debt; Chattanooga, Tenn.-based truckload carrier and a diversified provider of truckload, intermodal and logistics services; price talk 9½% to 9¾%.

Roadshows

Sept. 9-11: NATURAL RESOURCE PARTNERS $300 million; Citigroup, Wells Fargo.

Started Sept. 9: BUILDING MATERIALS HOLDING CORP. $250 million; JPMorgan, Moelis.

Started Sept. 9: PINNACLE AGRICULTURAL HOLDINGS $300 million; Credit Suisse, BMO, Citigroup, Apollo.

Started Sept. 9: AIR CANADA $300 million; JPMorgan, Citigroup, Credit Suisse, Morgan Stanley, TD.

Pricing late Sept. 9 week: DIAMONDBACK ENERGY $450 million; Credit Suisse, Wells Fargo.

Started Sept. 11: PRA INTERNATIONAL $375 million; Credit Suisse, Jefferies, UBS, KKR, Citigroup.

Started Sept. 11: PROSPECT MORTGAGE $200 million; Credit Suisse, BofA Merrill Lynch.

Started Sept. 11: AMERICAN CAPITAL: $350 million JPMorgan, BofA Merrill Lynch, BMO, Citigroup, Goldman Sachs, UBS.

Started Sept. 11: SOHO HOUSE £105 million; Imperial.

Pricing Sept. 16 week: HUB INTERNATIONAL $1.035 billion; BofA Merrill Lynch, Morgan Stanley, RBC, Macquarie, BMO, UBS.

Pricing Sept. 16 week: BI-LO $400 million; Deutsche Bank, Citigroup.

Started Sept. 12: BOART LONGYEAR $300 million; JPMorgan, BofA Merrill Lynch, Goldman Sachs.

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