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Published on 7/26/2006 in the Prospect News High Yield Daily.

High Yield Calendar

Total amount of high-yield bond offerings being marketed: $7.050 billion

WEEK OF JULY 24

PHIBRO ANIMAL HEALTH CORP. $240 million restructured: $160 million senior notes due 2013, non-callable for four years (B3/B-), price talk 10% area (revised from 10¾% area), and $80 million senior subordinated notes due 2014, non-callable for four years, price talk 12½% area; UBS Investment Bank (books), Morgan Joseph (joint lead manager); Rule 144A; non-callable for four years; to refinance debt including the senior secured notes due 2007, the senior subordinated notes due 2008 and the senior secured notes due 2010; global manufacturer and marketer of animal health and nutrition products, specifically medicated feed products, headquarters in Ridgefield Park, N.J.; price talk 10¾% area; pricing Thursday.

SHACKLETON RE LTD.: $75 million 9 (deal size could grow) 1.5-year floating-rate notes (Ba3/BB), price talk Libor plus 800 bps; Goldman Sachs & Co. as part of California earthquake risk-linked tranche A, which also includes a $50 million term loan A; risk-linked financing also includes $50 million first event U.S. hurricane term loan B, $125 million second event U.S. hurricane and California earthquake term loan C; the issuer is a special-purpose vehicle set up for this transaction, serving as a trust engaged with the ceding reinsurer, Endurance Specialty Insurance Ltd.; expected to price Thursday.

H&E EQUIPMENT SERVICES INC.: $250 million senior notes due 2016 (B3/B+); Credit Suisse, UBS Investment Bank (joint books); Rule 144A/Regulation S; non-callable for five years; proceeds, together with cash on hand and borrowings under existing senior secured credit facility, to fund tender for 11 1/8% senior secured notes due 2012 and 12½% senior subordinated notes due 2013; Baton Rouge, La., heavy equipment rental company; price talk 8¼% to 8½%; pricing expected Friday.

MXENERGY HOLDINGS INC.: $200 million senior floating-rate notes due 2011 (CCC+); Deutsche Bank Securities, Morgan Stanley (joint books); Rule 144A; non-callable for two years; Stamford, Conn., natural gas and electricity marketer to consumers in deregulated energy markets will use proceeds to fund the acquisition of the Georgia and Ohio natural gas accounts of Shell Energy Services; roadshow July 19-26.

TFS ACQUISITION CORP. (TEXTRON FASTENING SYSTEMS): $190 million senior secured notes due 2016 (Caa1/B-); Credit Suisse (books); Rule 144A; non-callable for five years; proceeds, along with $325 million seven-year senior secured term loan, to partially fund the acquisition of Textron Inc.'s fastening systems business by Platinum Equity; Troy, Mich.-based Textron Fastening is a provider of fastening systems; roadshow started July 19.

U.S. SHIPPING PARTNERS LP: $200 million senior notes due 2014; Lehman Brothers, CIBC World Markets (joint); Rule 144A/Regulation S; non-callable for four years; also $75 million proceeds from concurrent sale of common units and class B common units, and $310 million credit facility; proceeds to fund the construction of the four new articulated tug barge units at an approximate cost of $65.5 million each, also to fund up to $70 million equity contribution to the joint venture; Edison, N.J., operator of a fleet of eight vessels, transporting refined petroleum products and chemicals; roadshow started July 21; expected to price week of July 24.

VNU NV/NIELSEN FINANCE LLC $1.67 billion: NIELSEN FINANCE LLC: $835 million equivalent senior notes due 2014 (B3/CCC+) and $600 million equivalent senior subordinated discount notes due 2016 (Caa1/CCC+), in dollars and euros, also VNU NV (holding company): €200 million senior subordinated discount notes due 2016; Deutsche Bank Securities, JP Morgan, Citigroup, ABN Amro, ING; also €4.89 billion credit facility; to partially fund the €7.6 billion acquisition of VNU by Valcon Acquisition BV, a group of investors that includes Kohlberg Kravis Roberts & Co. and Carlyle Group; Haarlem, The Netherlands-based market research company; roadshow started July 11 in London, started July 17 in U.S.; expected to price late July 24 week or early July 31 week.

GRUPO FRIBOI: 10-year dollar-denominated bonds (B1/B+); ING, JP Morgan; Rule 144A/Regulation S; roadshow to start July 25 in New York, July 26 in Boston and New York area, July 27 in Los Angeles on Thursday; pricing afterwards; to be issued via JBS SA; Brazilian beef producer.

COALCORP MINING INC.: Dollar-denominated units comprised of $1,000 senior unsecured note maturing in five years and one day and 190 common share purchase warrants, deal size to be determined; GMP Securities, Canaccord Capital, Sprott Securities; securities regulatory authorities in Ontario, Manitoba, Alberta and British Columbia; to help fund investments in infrastructure projects in Colombia totaling $125 million; Toronto-based mining, exploration and development company with interests all located in Colombia; final prospectus to be filed on July 27; to settle Aug. 3.

WEEK OF JULY 31

ASHTEAD GROUP PLC: $550 million second-priority senior secured notes due 2016 (B3); Citigroup, Deutsche Bank Securities, UBS Investment Bank (joint books), Banc of America Securities LLC, JP Morgan (co's); non-callable for five years; Rule 144A/Regulation S; to partially fund $1 billion acquisition of NationsRent and redeem Ashtead's outstanding 12% sterling loan notes; acquisition financing also includes also $1.6 billion credit facility, £150 million rights issue and existing cash; Ashtead is a Leatherhead, U.K.-based provider; expected interest rate for notes is 9% area; European roadshow started July 20, U.S. roadshow starts July 27; notes expected to price Aug. 1.

BARRINGTON BROADCASTING CORP.: $125 million senior subordinated notes due 2014 (B3); Banc of America Securities LLC, Wachovia Securities (joint); Rule 144A; non-callable for four years; also $172.5 million credit facility; proceeds along with $60.3 million of equity from the Pilot Group LP to finance the acquisition of 12 television stations from Raycom Media Inc. for $262 million, scheduled to close during the third quarter of 2006; Barrington is a Hoffman Estates, Ill., operator of television stations in mid-sized markets; roadshow begins July 24 week; expected to price late in the week of July 31.

PNA GROUP INC.: $250 million senior notes due 2016 (B-); Banc of America Securities LLC, Citigroup (joint books), Jefferies & Co., Morgan Stanley, UBS Investment Bank (co-managers); Rule 144A for life; non-callable for five years; to repay bank debt and fund a $16 million capital distribution to its sponsor, Platinum Equity Partners, in connection with the acquisition of Metals Supply Co. Ltd.; Atlanta-based steel processing and distribution company; roadshow started July 25; pricing late July 31 week.

WEEK OF AUG. 7

TDS INVESTOR CORP. (TRAVELPORT) $1.4 billion equivalent in multiple tranches: $900 million equivalent senior notes due 2014, in fixed-rate notes, non-callable for four years, and floating-rate notes, non-callable for two years, and $500 million equivalent senior subordinated notes due 2016, non-callable for five years, all to be sold in dollar-denominated and euro-denominated tranches, sizes to be determined; Lehman Brothers, Credit Suisse, UBS Investment Bank, Citigroup, Deutsche Bank Securities (joint); Rule 144A/Regulation S; to help fund the $4.3 billion cash purchase of Travelport by The Blackstone Group from Cendant Corp.; Chicago-based provider of business and consumer travel-related services; roadshow expected to start July 27; possibly pricing late in the week of Aug. 7.

FMG FINANCE PROPERTY (FORTESCUE METALS GROUP) $1.9 billion equivalent first-lien senior secured notes in maturities ranging from five years to 10 years, with a possible floating-rate tranche to be sold in dollar and euro denominations; Citigroup; Rule 144A/Regulation S; to fund construction of a freight rail line from Fortescue's new iron ore project in the Pilbara region of Western Australia to the coast; Fortescue, based in East Perth, Western Australia, is a producer and supplier of iron ore; roadshow started July 26 in Asia, in Europe July 31-Aug. 2, U.S. roadshow starts Aug. 3; pricing late Aug. 7 week or early Aug. 14 week.

ON THE HORIZON

ACE CASH EXPRESS INC.: $175 million of senior unsecured notes due 2014; Bear Stearns; also $400 million credit facility and $178.8 million of equity; in connection with its leveraged buyout by JLL Partners Fund V, LP; Irving, Texas, retailer of financial services, including check cashing, short-term consumer loans, bill payment and prepaid debit card services; expected to close in the fourth quarter.

ARAMARK CORP.: $6.25 billion of debt financing to include senior and/or subordinated debt securities or, pending market conditions, an interim bridge facility, and/or a senior credit facility and/or an accounts receivable securitization facility; financing to be arranged by Goldman Sachs Credit Partners LP and J.P. Morgan Securities, Inc.; to fund the acquisition of the company by chairman and chief executive officer Joseph Neubauer together with funds managed by sponsors GS Capital Partners, J.P. Morgan Partners, Thomas H. Lee Partners and Warburg Pincus LLC; Philadelphia-based professional services company which provides food, hospitality, facility management services as well as uniform and work apparel.

BERRY PLASTICS CORP.: New notes; to fund tender for $335 million 10¾% senior subordinated notes due 2012, consent date Aug. 7, 2006, Deutsche Bank Securities Inc. is the dealer manager; Evansville, Ind., manufacturer and marketer of rigid plastic packaging products.

BUFFETS INC. (via a subsidiary): New senior subordinated debt, also bank debt, debt financing committed by Credit Suisse Securities and UBS Investment Bank; also real estate financing committed by affiliates of Fortress Investment Group; to fund the approximately $876 million acquisition of Greer, S.C.-based Ryan's Restaurant Group, Inc. by an investment partnership organized by Caxton-Iseman Capital, Inc. and the senior management of Buffets, transaction expected to be completed in fourth quarter of 2006; Buffets is an Eagan, Minn.-based owner and operator of buffet-style restaurants.

ENCORE MEDICAL CORP.: $215 million senior subordinated notes and $325 million senior credit facility; Bank of America, Credit Suisse to lead debt financing transactions (as a back-up for the bonds, the company has received a commitment from the two lead banks for a bridge loan); to help fund about $870 million LBO by Blackstone Capital Partners V LP (Blackstone has committed to provide up to $335 million in equity); subject to shareholder and regulatory approvals and completion of tender for all of an Encore subsidiary's outstanding 9¾% senior subordinated notes; Austin, Texas, orthopedic device company.

ENERGY PARTNERS LTD.: $730 million senior notes; Bank of America; with $1.3 billion credit facility to finance acquisition of Stone Energy Corp. and refinancing of stone debt; acquisition expected to close in fourth quarter; New Orleans-based independent oil and natural gas exploration and production company. Stone is a Lafayette, La.-based independent oil and gas company.

GEORGIA GULF CORP.: Senior and senior subordinated high-yield bonds to help fund the acquisition of Royal Group Technologies Ltd.; lead banks Merrill Lynch, Bank of America, Lehman Brothers; Atlanta-based manufacturer of commodity chemicals, vinyl resins and vinyl compounds.

HANESBRANDS INC.: $500 million of senior notes; Morgan Stanley, Merrill Lynch & Co.; also $2.6 billion senior secured credit facility; substantial portion of the proceeds from the term loan and the bond offering will be used to pay a dividend to Sara Lee prior to the spinoff; following the spinoff Winston-Salem, N.C.-based Hanesbrands will operate as a stand-alone, publicly traded, global apparel company; expected third quarter business.

HEADWATERS INC.: $150 million 10-year senior subordinated notes (B3/B); Morgan Stanley (books), Canaccord Adams Inc., Stephens Inc., RBC Capital Markets, Wedbush Morgan Securities, Rule 144A with registration rights/Regulation S; South Jordan, Utah-based provider of products, technologies and services to the energy and construction materials industries; proceeds to repay bank debt.

INFOR GLOBAL SOLUTIONS: High-yield notes (Caa2) to refinance a $1.675 billion subordinated bridge facility; part of financing to help fund the acquisitions of Systems Union Group and SSA Global, finance the combination of Infor and Extensity - which are both currently Golden Gate Capital portfolio companies - and to refinance debt at all four companies; also $150 million revolving credit facility and a $2 billion first-lien term loan; JP Morgan, Credit Suisse and Merrill Lynch are joint bookrunners and co-lead arrangers on the bank facility, with JPMorgan the left lead; Infor is an Alpharetta, Ga.-based software provider.

KERZNER INTERNATIONAL LTD.: $400 million unsecured senior subordinated discount notes (at operating company level); private placement; also $2.775 billion senior secured credit facility led by Deutsche Bank Securities and Goldman Sachs Credit Partners; to help fund its LBO by an investor group that's led by management; Paradise Island, The Bahamas, developer and operator of destination resorts, luxury resort hotels and gaming properties; LBO expected to close mid-2006.

KINDER MORGAN INC.: $14.5 billion of funded debt; likely Goldman Sachs; help fund proposed public-to-private buyout by management and equity investors; Houston-based energy infrastructure provider.

NCO GROUP INC.: $365 million of senior subordinated notes; also $550 million credit facility; Morgan Stanley and JP Morgan are the lead banks on the debt financing; (as a back up for the bonds the company has received a commitment for a $365 million subordinated increasing rate bridge loan); to help fund $1.26 billion LBO of the company by chairman and chief executive officer, Michael J. Barrist, in partnership with One Equity Partners II LP, expected to be completed in the fourth quarter; Horsham, Pa., provider of business process outsourcing services.

NEG INC. (to be renamed National Energy Group Inc.): $200 million senior notes; also $460 million common stock IPO via Bear, Stearns & Co., Citigroup; $125 million to repay a portion of NEG Oil & Gas revolver, $245 million to repay debt owed to American Real Estate Partners, LP (AREP) by National Energy Group, National Onshore and National Offshore, subsidiaries of NEG Oil & Gas, to fund $194 million distribution to AREP; independent oil and gas exploration, development and production company based in Dallas.

PEABODY ENERGY CORP.: New bond debt and term loan debt to help fund its acquisition of Australian independent coal company Excel Coal Ltd. for $1.34 billion plus assumed debt of about $190 million, targeted to close in the fourth quarter of 2006, subject to Excel shareholders approval, court approval, regulatory approval and other conditions; Peabody is a St. Louis-based private-sector coal company.

TROPICANA ENTERTAINMENT: $975 million in high-yield bonds; also $2.175 billion in credit facilities; Credit Suisse is the lead bank on the debt transactions; in connection with its acquisition of Aztar Corp.; a newly formed subsidiary of Columbia Entertainment, a Fort Mitchell, Ky., owner, developer and operator of hotel properties and casinos; expected to close by the end of 2006.

UNIVISION COMMUNICATIONS INC.: $2 billion high-yield bonds via Credit Suisse (Deutsche Bank, Bank of America Securities and Wachovia expected to be involved), also new $8.25 billion credit facility (Deutsche Bank left lead); to help back its leveraged buyout by Madison Dearborn Partners, Providence Equity Partners, Texas Pacific Group, Thomas H. Lee Partners and Saban Capital Group, transaction is valued at about $13.7 billion (total leverage for the transaction is 12.5-times); expected to close in the spring of 2007 pending shareholder and regulatory approvals; Univision is a Los Angeles-based Spanish-language media company.

WEST CORP.: $3.2 billion to $3.3 billion (approximate) of new debt including high-yield bonds; Deutsche Bank Securities, Lehman Brothers; also new credit facility; to fund LBO of the company by an investor group Led by Thomas H. Lee Partners and Quadrangle Group in a deal that values the company at about $4.1 billion, including debt; Omaha, Neb.-based provider of outsourced communication solutions; transaction expected to close in the fourth quarter of 2006.

ROADSHOWS

Started July 11: VNU NV $1.67 billion; Deutsche Bank Securities, JP Morgan, Citigroup, ABN Amro, ING

July 19-26: MXENERGY HOLDINGS INC. $200 million; Deutsche Bank Securities, Morgan Stanley

Started July 19: TFS ACQUISITION CORP. (TEXTRON FASTENING SYSTEMS) $190 million; Credit Suisse

Started July 20: ASHTEAD GROUP PLC $550 million; Citigroup, Deutsche Bank Securities, UBS Investment Bank

Started July 21: H&E EQUIPMENT SERVICES INC. $250 million; Credit Suisse, UBS Investment Bank

Started July 21: U.S. SHIPPING PARTNERS LP $200 million; Lehman Brothers, CIBC World Markets

Starts July 24 week: BARRINGTON BROADCASTING CORP. $125 million; Banc of America Securities LLC, Wachovia Securities

Started July 25: PNA GROUP INC. $250 million; Banc of America Securities LLC, Citigroup

Started July 26: FMG FINANCE PROPERTY (FORTESCUE METALS GROUP) $1.9 billion; Citigroup

Starts July 27: TDS INVESTOR CORP. (TRAVELPORT) $1.4 billion; Lehman Brothers, Credit Suisse, UBS Investment Bank, Citigroup, Deutsche Bank Securities


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