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Published on 8/27/2004 in the Prospect News High Yield Daily.

High Yield Calendar

No high-yield bond offerings presently being marketed

THIRD QUARTER

ASK CENTRAL PLC: £130 million high-yield bonds; Lehman Brothers, The Royal Bank of Scotland, HSBC; to support the acquisition of the company by TDR Capital LLP; St. Albans, Hertfordshire owner-operator of pizza and pasta restaurants; third quarter of 2004.

BELL SPORTS CORP.: $150 million bonds; to help finance acquisition of company by Fenway Partners Inc.; Irving, Tex. maker of sports helmets; September business.

EDITIS: €150 million bond; BNP Paribas, Credit Suisse First Boston, Lehman Brothers; to support Wendel Investissement's acquisition of certain publishing assets from Lagardere; Paris-based publisher of educational and consumer media, formerly Vivendi Universal Publishing; expected in third quarter of 2004.

ENCORE MEDICAL CORP.: $300 million high yield and bank debt (approx. 50/50 split); Banc of America fully committed entire debt financing package; to help fund acquisition of Empi Inc., total value $360 million, consisting of the cash portion and eight million shares of Encore common stock (Empi's majority shareholder, The Carlyle Group, will own approximately 12% of Encore Medical after closing and will be Encore's second largest shareholder behind Galen Partners who owns approximately 19%); transaction expected to close late-September, early-October.

GROHE AG: €335 million bond; Credit Suisse First Boston, Citigroup, to fund LBO of Grohe by Texas Pacific Group and Credit Suisse First Boston; German plumbing fixtures manufacturer; expected in third quarter of 2004.

NEW SKIES SATELLITES NV: $800 million bond and bank financing; Deutsche Bank Securities to lead bond deal; also new equity; to help fund The Blackstone Group's acquisition of the company for $956 million in cash, expected to close late 2004 or early 2005; Hague, Netherlands-based fixed satellite communications company; expected to come to the market in the third quarter of 2004.

ROCKWOOD SPECIALTIES INC.: €500-€600 million high yield notes; Credit Suisse First Boston, Goldman Sachs & Co., UBS Investment Bank; to help finance €2.25 billion acquisition of MG Technologies CeramTec, Chemetall, Sachtleben and DNES divisions; Princeton, N.J. chemical manufacturer; transaction expected to close third quarter of 2004.

ROYAL VENDEX KKB NV: €350 million bonds; ING, Citigroup; to finance acquisition led by Kohlberg Kravis Roberts & Co.; Netherlands department store owner; third quarter 2004 business.

ON THE HORIZON

DENNY'S CORP.: $175 million senior unsecured notes (Caa1); also $420 million senior secured credit facility via Banc of America Securities LLC and UBS Securities LLC joint lead arrangers, bank meeting Aug. 16 week; refinance the existing credit facility, refinance a portion of existing senior notes and working capital and other general corporate purposesSpartanburg, S.C., full-service family restaurant chain.

TARRAGON CORP.: $100 million senior notes due 2011; Rule 144A/Regulation S; to repay debt and for general corporate purposes; New York City-based real estate developer.

IMCO RECYCLING: $100 million add-on to 10 3/8% senior secured notes due 2010; to help fund IMCO and Commonwealth merger, including refinancing of Commonwealth 10¾% senior subordinated notes due 2006, and Commonwealth and IMCO bank debt.

BUFFETS HOLDINGS INC.: 10-year senior notes in connection with IDS offering; Eagan, Minn., restaurant operator; to help refinance existing debt.

ADELPHIA COMMUNICATIONS CORP.: $3.3 billion 10-year senior unsecured notes; non-callable for five years; part of $8 billion bond and bank loan exit financing from Chapter 11; Deutsche Bank Securities; Greenwood Village, Colo. cable television company.

GLOBAL MOTORSPORT GROUP INC.: $85 million senior secured notes due 2008 (B-); Jefferies & Co.; Rule 144A; non-callable for three years; to repay bank debt; Morgan Hill, Calif. aftermarket supplier of motorcycle parts.

GRAHAM PACKAGING CO. LP: High yield bonds and new credit facility; Citigroup, Deutsche Bank Securities, Goldman Sachs & Co.; to help fund acquisition of Owens-Illinois Inc.'s plastic container business for $1.2 billion; York, Pa. designer, manufacturer and seller of blow-molded plastic containers; closing subject to regulatory approval.

INTELSAT: New bonds and bank loan; Deutsche Bank Securities, Credit Suisse First Boston, Lehman Brothers; to help fund the approximately $5 billion acquisition of Intelsat by Zeus Holdings Ltd., a company formed by a consortium of funds advised by Apax Partners, Apollo Management, Madison Dearborn Partners and Permira; Intelsat is a Bermuda-based worldwide satellite telecommunications company; late third or early fourth quarter of 2004.

TEXAS GENCO HOLDINGS, INC.: New bonds; also new credit facility via Goldman Sachs & Co., Deutsche Bank Securities, Morgan Stanley (same banks expected to lead bond deal); to help fund acquisition of Texas Genco, a wholesale electric power generation company based in Houston, for approximately $3.65 billion in cash; expected fourth quarter business.

VERIZON HAWAII: New high-yield bonds; also new credit facility to be led by JPMorgan, Goldman Sachs, Lehman Brothers (same banks to lead bond deal, although not necessarily in that order); to fund Carlyle Group's $1.65 billion acquisition of Verizon Hawaii from Verizon Communications Inc.; pending regulatory approvals.

INCOME SECURITIES OFFERINGS IN THE MARKET

ALASKA COMMUNICATIONS SYSTEMS GROUP INC.: $400 million income deposit securities: shares of Class A common stock and senior subordinated notes due 2019; Citigroup, CIBC World Markets, JP Morgan (books), Banc of America Securities, RBC Capital Markets, Jefferies & Co., KeyBanc Capital Markets (co's); proceeds, together with cash on hand, to fund cash payment to existing stockholders and to repay existing credit facility; Anchorage, Alaska provider of fixed line and mobile telecommunications services in Alaska.

ALLIANCE LAUNDRY HOLDINGS INC.: up to $375 million of income deposit securities (IDS) comprised of 20.63 million shares of class A common stock and $100 million senior subordinated notes due 2019; also separate offering of $13.9 million senior subordinated notes (Caal/CCC on notes); CIBC World Markets, Lehman Brothers (joint), UBS Investment Bank (co) estimated price $14.00 and $16.00 per IDS; company supplies washers and driers to laundromats.

AMERICAN SEAFOODS CORP.: $450 million (decreased from $550 million) Income deposit securities and 15-year notes: 30,740,741 (decreased from 34,375,000) IDSs comprised of shares of class A common stock $13.50-$14, decreased from $16-$18) and $158.3 million (decreased from $177 million) of notes due 2019, also separate offering of $27.9 million notes due 2019 (B3 on both note offerings), price talk 12¼% area on both note offerings; CIBC World Markets, Merrill Lynch & Co. (leads), UBS Investment Bank (joint lead), Credit Suisse First Boston, RBC Capital Markets, Legg Mason, KeyBanc Capital Markets, SunTrust Robinson Humphrey, Piper Jaffray, Wells Fargo Securities, Scotia Capital, Morgan Joseph & Co.; to indirectly redeem additional equity from owners of affiliate, American Seafoods, LP; to trade on American Stock Exchange.

B&G FOODS HOLDINGS CORP.: 28.4 million Enhanced Income Securities (EIS), representing 28.4 million shares of class A common stock and $196.2 million senior subordinated notes due 2016, $14.50-$15.50 per EIS; also separate offering of $26.5 million senior subordinated notes due 2016; RBC Capital Markets, Credit Suisse First Boston, Merrill Lynch & Co. (joint books), Lehman Brothers and Piper Jaffray; registered; to repay bank debt, call $220 million 9 5/8% senior subordinated notes due 2007 at 103.208 and repurchase preferred stock and a significant portion of outstanding class B common stock; Parsippany, N.J. manufacturer of food products.

BUFFETS HOLDINGS, INC.: $550 million Income Deposit Securities and senior subordinated notes; Credit Suisse First Boston (on left), Banc of America Securities LLC, CIBC World Markets (joint books), UBS Investment Bank (lead), JPMorgan, Piper Jaffray (cos); also new credit facility and 10-year senior notes; proceeds along with cash on hand to refinance outstanding debt and repurchase common stock, warrants and options from the existing holders; Eagan, Minn., restaurant operator.

CARROLS HOLDING CORP.: $475 million Enhanced Yield Securities comprised of shares of common stock and senior subordinated notes due 2016 and offerings of shares of common stock and senior subordinated notes due 2016; Lehman Brothers; proceeds, along new credit facility to repay existing bank debt and $170 million 9½% senior subordinated notes due 2008.

COINMACH SERVICE CORP. $400 million: 22 million income deposit securities at approximately $15.00 per IDS (Caa1) comprised of shares of class A common stock and $148.5 million senior secured notes due 2024; also separate $20 million offering of senior secured notes due 2024; Merrill Lynch & Co. (books), Jefferies & Company (lead manager), Deutsche Bank Securities, RBC Capital Markets, SunTrust Robinson Humphrey (co's); to redeem part of Coinmach Corp.'s 9% notes, repay bank debt and repurchase class A and class B preferred shares; Plainview, N.Y. supplier of coin and card operated laundry equipment.

DAVCO ACQUISITION HOLDING INC.: $161 million Enhanced Income Securities comprised of class A common stock and senior subordinated notes due 2016, also separate offering of senior subordinated notes due 2016; RBC Capital Markets (books), KeyBanc Capital Markets, Oppenheimer, SunTrust Robinson Humphrey; to repurchase class B common stock from Citicorp Venture Capital, Ltd. and affiliates; subsidiary of Crofton, Md.-based DavCo Restaurants Inc., the largest franchisee of Wendy's International, Inc.

EYE CARE CENTERS OF AMERICA: $375 million Income Units comprised of class A common stock and senior subordinated notes due 2014; Banc of America Securities, Merrill Lynch & Co. (books), Citigroup, Lehman Brothers (co's); proceeds along with available cash to repay credit facility, redeem $100 million 9 1/8% senior subordinated notes due 2008 and $50 million subordinated term notes, also redeem all outstanding preferred stock and repurchase common stock from existing shareholders; San Antonio, Tex. prescription optical retail chain owner.

FAIRPOINT COMMUNICATIONS INC.: $750 million income deposit securities; includes 42.81 million shares of class A common stock and $209.8 million senior subordinated notes due 2019; also separate offering of $33 million senior subordinated notes due 2019 (CCC+ notes only); CIBC World Markets, Deutsche Bank Securities, UBS Investment Bank (books), Banc of America Securities, Citigroup, Credit Suisse First Boston, RBC Capital Markets, Wachovia Securities (co's); to repay existing credit facility, fund tender for $115.2 million 9½% senior subordinated notes due 2008, $75 million floating-rate notes due 2008, $193 million 12½% senior subordinated notes due 2010, $225 million 11 7/8% senior notes due 2010; Charlotte, N.C. rural local-exchange carrier; expected price of $15.00 to $17.00 per IDS.

IOWA TELECOMMUNICATIONS SERVICES, INC. $742.7 million: 36.7 million income deposit securities, price range $15-$17 per IDS; each IDS comprised of shares of common stock and $194.2 million senior subordinated notes due 2019; also separate offering of $27 million senior subordinated notes due 2019; CIBC World Markets, Citigroup, Lehman Brothers (books), UBS Investment Bank, Jefferies & Co., Legg Mason, RBC Capital Markets, Banc of America Securities, Bear, Stearns & Co., KeyBanc Capital Markets, Raymond James; to repay $216.5 million term debt under existing credit facility and prepay 2007 term notes; Newton, Iowa telecommunications company.

MERISANT WORLDWIDE, INC.: $775 million income deposit securities comprised of shares of class A common stock and senior subordinated notes due 2019, also separate offering of senior subordinated notes due 2019; Credit Suisse First Boston, RBC Capital Markets, Merrill Lynch & Co. (joint); to repay bank debt, repurchase discount notes, repurchase senior subordinated notes, repurchase class B common stock, fund payments under existing management incentive plans; formerly known as Tabletop Holdings, Inc., Chicago company markets low calorie tabletop sweeteners.

PRESTIGE BRANDS HOLDINGS, INC. $920 million income deposit securities: shares of Class A common stock and senior subordinated notes due 2019; also a separate offering of senior subordinated notes; Merrill Lynch & Co. Banc of America Securities; also new credit facility; to repay existing credit facility, purchase or redeem all of the 9¼% notes; purchase all senior preferred stock and class B preferred stock and purchase shares of class C common stock; Irvington, N.Y.-based cleaning products company.

RURAL LEC ACQUISITION LLC $190 million: 8.98 million income deposit securities comprised of class A common stock and $69.7 million senior subordinated notes due 2019, estimated price range $15.20 and $16.80 per IDS; also separate $9 million offering of senior subordinated notes due 2019; CIBC World Markets, RBC Capital Markets (leads), Harris Nesbitt, KeyBanc Capital Markets, Raymond James; to repay $81.2 million of long-term notes and $18 million Mid-Missouri Holding long-term notes and for general corporate purposes; Oneonta, Ala. provider of telephone services in Alabama and Missouri, plans to change name to Otelco Inc. before offering closes.

TRANSCORE HOLDINGS INC.: $375 million Enhanced Yield Securities comprised of class A common stock and senior subordinated notes due 2016, also separate offering of senior subordinated notes due 2016; Lehman Brothers; proceeds, along with a new credit facility, to repay existing credit facility, redeem common and preferred stock and make other payments to security holders and employees; Harrisburg, Pa. provider of information technology to toll road operators, state departments of transportation, trucking companies and freight brokers.

UAP HOLDING CORP.: 36.5 million (increased from 32 million) income deposit securities, price range $19-$21 per IDS, comprised of shares of common stock and $292 million (increased from $275 million) of senior subordinated notes due 2019 ; also separate offering of $40.6 million senior subordinated notes due 2019 (Caa3 on both debt offerings); Credit Suisse First Boston, UBS Investment Bank, CIBC World Markets (joint), Goldman, Sachs & Co., Merrill Lynch & Co (co's); to take out preferred stock owned by ConAgra and stock owned by company executives and Apollo Management V LP; subsidiary of United Agri Products, the former ConAgra agricultural products business.

VALOR COMMUNICATIONS GROUP, INC.: $875 million income deposit securities: shares of class A common stock and senior subordinated notes due 2019, also separate offer of senior subordinated notes due 2019 (CCC+ on both debt offerings), notes non-callable for seven years; CIBC World Markets, Merrill Lynch & Co., Lehman Brothers (joint), Banc of America Securities, JP Morgan (co's); to purchase subsidiaries' stock and repay debt; Irving, Tex.-based telecommunications provider.

XERIUM TECHNOLOGIES, INC.: 40.625 million income deposit securities comprised of 40.625 million shares of class A common stock and $298.6 million senior subordinated notes due 2019, price range $15.20 and $16.80; also separate offering of $52.4 million of senior subordinated notes due 2019; CIBC World Markets (books), Citigroup, Merrill Lynch & Co., Robert W. Baird & Co., Calyon Securities, KeyBanc Capital Markets, Legg Mason (co's); to repay debt, including senior and mezzanine credit facilities and to redeem part of class A common stock; Westborough, Mass. manufacturer of clothing and machinery covers.

RECENT SHELF FILINGS WITH THE SEC:

INTERSTATE HOTELS & RESORTS, INC.: $150 million shelf filed Aug. 25 for debt securities, preferred stock, common stock and warrants; securities may be issued as convertibles; Arlington, Va. hotel management company will use proceeds for general corporate purposes.

RANGE RESOURCES CORP.: $500 million shelf filed Aug. 20 for debt securities, common stock, preferred stock, depositary shares and warrants; securities may be issued as convertibles; Fort Worth, Tex. oil and gas exploration and production company will use proceeds for general corporate purposes.


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