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Published on 1/30/2024 in the Prospect News High Yield Daily.

High Yield Calendar: $6.1 billion in the market

Jan. 29 Week Business

FIESTA PURCHASER, INC. (SHEARER’S FOODS): $500 million seven-year senior secured notes (expected ratings B3/B); Rule 144A and Regulation S for life; non-callable for three years (10% of issue callable annually at 103 during non-call period); UBS (joint books, bill and deliver), Deutsche Bank, BMO, BNP Paribas, RBC, TD, Goldman Sachs (joint books), Citizens, Macquarie, Mizuho, Natixis, Rabo, Stifel (co’s); to support buyout of Chip Intermediate Holding Co., LLC (Shearer’s Foods) by Clayton Dubilier & Rice, LLC from Ontario Teachers' Pension Plan Board, announced Dec. 13, 2023, and repay Shearer’s debt; Ohio-based supplier to snack industry; books close 10 a.m. ET on Wednesday; price talk 8 1/8% area (initial talk 8½% area).

WESTJET LOYALTY LP: $500 million seven-year senior secured notes; Rule 144A and Regulation S for life; non-callable for three years; Barclays, Morgan Stanley, RBC, Bank of Montreal, CIBC, Goldman Sachs, Scotia, UBS, ATB, Citigroup, TD (joint); also $1 billion term loan B; to partially repay term loan B due 2026; Calgary, Alta.-based airline; pricing Wednesday; initial talk low-to-mid 8% area.

INEOS GROUP five-year senior secured notes (Ba3/BB/BB+): INEOS US FINANCE LLC $600 million minimum (JPMorgan, lead) price talk 7½% to 7¾% (initial talk 7¾% to 8%) minimum size increased from $500 million, and INEOS FINANCE PLC €700 million minimum (Credit Agricole CIB, Goldman Sachs, JPMorgan) price talk 6½% area (initial talk 6½% to 6¾%) minimum size increased €400 million; Rule 144A and Regulation S; both tranches non-callable for two years; proceeds plus new term loans to refinance a portion of up to €640 secured debt, to fund $700 million acquisition of LyondellBasell’s ethylene oxide and derivatives business, €400 million for an Ineos affiliate’s and TotalEnergies’ cracker and derivative assets in Lavera, France, and for general corporate purposes, including to pre-fund Project ONE; London-based conglomerate; books close Wednesday morning, New York time; pricing Wednesday; overall size of bond and bank debt placement increased to €2.1 billion from €2 billion.

HUSKY INJECTION MOLDING SYSTEMS LTD. and TITAN CO. BORROWER, LLC: To be determined amount of senior secured notes due 2029 (B3/B-) announced size $1.3 billion; Rule 144A and Regulation S for life; callable after two years at par plus 50% of coupon (special call allows issuer to redeem 10% of notes annually at 103 during non-call period; BofA, Deutsche Bank, Barclays, BMO, Goldman Sachs, NBC, TD (joint); proceeds plus new term loan B and new preferred equity to redeem all outstanding senior notes due April 2026, all outstanding senior PIK notes due 2025, and repay outstanding borrowings credit facilities; Bolton, Ont.-based supplier of injection molding equipment and services to the plastics industry; roadshow through Jan. 26; investor call 10 a.m. ET on Jan. 25; pricing Jan. 29 week; price talk 9¼% to 9½% (initial talk high-9% area); final notes and loan tranche sizes to be determined following $150 million shift to secured debt from preferred.

CHAMPIONS FINANCING, INC. (CRASH CHAMPIONS LLC): $650 million five-year senior secured notes (B3); Rule 144A and Regulation S for life; callable after two years at par plus 50% of coupon (special call allows issuer to redeem 10% of notes annually at 103 during non-call period); BofA, BMO, JPMorgan, Deutsche Bank, Truist (joint); proceeds plus $650 million term loan B and new PIK preferred equity to repay the outstanding debt of Crash Champions Intermediate and New SK HoldCo Sub; collision repair platform based in Westmont, Ill.; investor call 11 a.m. ET on Wednesday; roadshow Jan. 25-30; initial talk low-to-mid 9% area.

ARTERA SERVICES, LLC: $740 million seven-year senior secured first-priority notes; Rule 144A and Regulation S for life; first call in three years at par plus 50% of coupon (special call allows issuer to redeem 10% of notes annually at 103 during non-call period); BofA, UBS, BMO, BNP Paribas, Citizens, Deutsche Bank, Jefferies, Mizuho, MUFG, PNC (joint); proceeds plus balance sheet cash, proceeds from new term loan B, sponsor first-lien PIK term loan, sponsor contribution to repay original first-lien term loan, existing second-lien term loan, repay receivables facility, and fully redeem notes outstanding; Atlanta-based infrastructure services provider; investor call 1 p.m. ET on Jan. 25; roadshow through Jan. 29 week; initial talk 9% area.

HOWDEN GROUP (B2/B) $1.25 billion high-yield notes; Rule 144A and Regulation S for life: HOWDEN UK REFINANCE PLC/HOWDEN US REFINANCE LLC $750 million seven-year senior secured notes, initial talk mid-7% area, and HOWDEN UK REFINANCE 2 PLC/HOWDEN US REFINANCE LLC $500 million eight-year senior unsecured notes, initial talk mid-8% area; notes in both tranches come with three years of call protection; Morgan Stanley, JPMorgan, BofA, Barclays, Goldman Sachs, RBC, Citigroup, HSBC, ING, Lloyds, NatWest, Santander, Howden Capital Tiger Markets & Advisory (joint) proceeds plus concurrent dollar- and euro-denominated term loans to refinance a portion of outstanding dollar-denominated term loan, pay off outstanding euro-denominated term loans, pay off second lien facility, and general corporate purposes; London-based insurance intermediary group; roadshow started Jan. 29; pricing Jan. 29 week, concurrent with term loans.

STL HOLDING CO., LLC, doing business as DSLD HOME: $250 million five-year senior notes (B1/B/BB-); Rule 144A and Regulation S; non-callable for two years; BNP Paribas; to redeem 7½% notes due 2026 and pay down revolver; homebuilder operating in northwest Florida, Alabama, Mississippi, and east Texas; pricing Jan. 29 week.

Feb. 5 Week Business

CONSOLIDATED ENERGY FINANCE SA: $580 million senior notes due February 2031 (B2/BB-); Rule 144A for life and Regulation S; non-callable for three years; Morgan Stanley, Santander, SMBC, ADCB (joint); proceeds plus $745 million term loan B to refinance bridge facilities used in part to finance acquisition of a majority stake in OMC, to refinance term loan Bs due 2025 and for general corporate purposes; Mason City, Iowa-based company acquires and develops companies focused on alternative waste management and energy production; roadshow started Jan. 30; pricing expected early Feb. 5 week; initial talk high-11% area.

On The Horizon

ABERCROMBIE & FITCH CO.: New debt to refinance $300 million Abercrombie & Fitch Management Co. 8¾% senior secured notes due July 2025; JPMorgan; New Albany, Ohio-based specialty retailer; possible fourth-quarter business

ACURIS FINANCE US, INC. and ACURIS FINANCE SARL, doing business as ION ANALYTICS: $850 million equivalent eight-year senior secured notes (expected ratings B2/B) in tranches of dollar-denominated notes, price talk 6% area (initial talk low-to-mid 6% area), and euro-denominated notes, price talk 4¾% area (initial talk mid-to-high 4% area) tranche sizes to be determined (expected $500 million and $350 million equivalent euro); UBS (left books), BNP Paribas (joint books); Rule 144A and Regulation S for life; notes in both tranches callable after two years at par plus 50% of respective coupons; to refinance debt incurred in the Backstop acquisition, to fund a dividend for repurchase of shares from certain minority shareholders in one or more parent companies, to partially prepay amounts drawn under the credit facility and for general corporate purposes; London-based market analytics and data provider (delayed as of Jan. 28, 2022).

CONNECT HOLDING II LLC (BRIGHTSPEED): $1.865 billion senior secured notes; to support the carve-out acquisition of Lumen Technologies’ incumbent local exchange carrier (ILEC) assets and all associated operations across 20 states by Apollo Global Management, Inc.; Brightspeed, a broadband and telecom services provider, will be based in Charlotte, N.C.; postponed September 2022 due to market conditions

GLOBAL AIRCRAFT LEASING CO. LTD. (GALC) and GLOBAL SEA CONTAINERS II LTD. (GSCL II): $1.95 billion five-year senior PIK toggle notes (Ba2//BB-); Rule 144A for life and Regulation S; non-callable for two years; asset sale call for up to $1 billion at 102 during non-call period; Morgan Stanley (sole); to repay Global Aircraft Leasing 6½% notes due 2024; GALC is an indirect, wholly owned subsidiary of Bohai Leasing Co., Ltd. (controlling shareholder HNA Group) which owns 70% of Avolon Holding Ltd. outstanding shares, a leading independent aircraft leasing company, GSCL II is a Bermuda registered transport and container leasing company (both GALC and GSCL II controlled by HNA Group Co., Ltd.)

ROCKET SOFTWARE INC.: New senior secured notes and new incremental senior secured term loans to help fund $2.275 billion acquisition of the Application Modernization and Connectivity business (AMC) of OpenText, expected to close in second quarter of 2024; debt financing commitment from RBC, Barclays, Deutsche Bank, UBS, Citigroup, HSBC, Mizuho and SMBC; Rocket Software is a Waltham, Mass.-based provider of enterprise infrastructure software; disclosed in Nov. 28 press release.

TEMPUR SEALY INTERNATIONAL INC.: New secured and unsecured financing to help fund its acquisition of Mattress Firm Group Inc. for approximately $2.7 billion, expected to close during the second half of 2024, and repay Mattress Firm’s outstanding debt; JPMorgan is sole financial adviser to Tempur Sealy; Goldman Sachs, Barclays and Jefferies are financial advisers to Mattress Firm; Tempur Sealy is a Lexington, Ky.-based bedding products company; Mattress Firm is a Houston-based mattress specialty retailer; disclosed in 8-K filed May 9 with SEC

TWITTER INC. (X HOLDINGS): $3 billion one-year senior secured bridge loan and $3 billion at SOFR plus 675 bps, 0% floor, 50 bps step-ups every three months up to a specified cap, and $3 billion one-year senior unsecured bridge loan at SOFR plus 1,000 bps, 0% floor, 50 bps step-ups every three months up to a specified cap, expected to be replaced with $3 billion senior secured notes and $3 billion senior unsecured notes; proceeds plus $7 billion credit facilities to help fund acquisition of Twitter by an entity wholly owned by Elon Musk; San Francisco-based online social networking service

Bridge Loans

CEDAR FAIR/SIX FLAGS: $2.3 billion 364-day term loan and $800 million of revolving credit commitments to help support the merger of Cedar Fair LP and Six Flags Entertainment Corp., expected to close in the first half of 2024; debt commitment from Goldman Sachs; Sandusky, Ohio-based Cedar Fair and Arlington, Tex.-based Six Flags are amusement park operators (combined company will operate under the name Six Flags and be based in Charlotte, N.C.); disclosed in 8-K filed with SEC on Nov. 2

MASONITE INTERNATIONAL CORP.: $980 million senior secured bridge loan and $1.8 billion senior secured term loan B o support its acquisition of PGT Innovations Inc. in a transaction valued at $3 billion, expected to close in middle of 2024, debt commitments from Jefferies, Sumitomo Mitsui; financing also to include $350 million of mandatory convertible equity, cash on hand and borrowing under existing credit facilities; Tampa-based Masonite is a designer, manufacturer, marketer and distributor of interior and exterior doors and door systems, North Venice, Fla.-based PGT is a designer and manufacturer of patio door and window solutions; disclosed in 8-K filed on Dec. 18 with SEC

SIRIUSXM HOLDINGS INC.: $1.1 billion senior secured 364-day bridge loan to support combination of Liberty Media Corp.’s Liberty SiriusXM tracking stock group and SiriusXM to create a new public company, expected to close early third-quarter 2024, commitment from Morgan Stanley, BofA and JPMorgan; SiriusXM is a New York-based audio entertainment company; Liberty is an Englewood, Colo.-based media company (combined company will continue to operate under the SiriusXM name and brand); disclosed in 425 filed Dec. 13 with the SEC

Roadshows

Started Jan. 29: HOWDEN $1.25 billion; Morgan Stanley

Started Jan. 29: JEFFERSON CAPITAL HOLDINGS $400 million; Citigroup

Started Jan. 29: SHEARER’S FOODS $500 million; UBS

Started Jan. 29: STL HOLDING/DSLD HOME $250 million; BNP Paribas

Pricing Jan. 30: UKG $2.5 billion; JPMorgan

Started Jan. 30: CONSOLIDATED ENERGY FINANCE $580 million; Morgan Stanley


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