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Published on 10/2/2013 in the Prospect News High Yield Daily.

High Yield Calendar: $710 million and €200 million deals being marketed

Sept. 30 Week

CRYSTAL MERGER SUB, INC. (TMS INTERNATIONAL CORP.): $300 million eight-year senior notes (B3/B-); Goldman Sachs & Co., J.P. Morgan Securities LLC, HSBC Securities (USA) LLC, Deutsche Bank Securities Inc.; Rule 144A and Regulation S; non-callable for three years; to help fund the buyout of the company by certain members of the Pritzker family; Glassport, Pa.-based provider of outsourced industrial services to steel mills; guidance 8% to 8¼%; books expected to close Thursday.

Oct. 7 Week

MICHAEL BAKER INTERNATIONAL, LLC: $350 million five-year senior secured notes (B2); Jefferies LLC (sole); Rule 144A and Regulation S for life; callable in 2.5 years at par plus 75% of the coupon; proceeds, along with cash equity from DC Capital Partners, to fund the acquisition of Michael Baker Corp. by Integrated Mission Solutions; Moon Township, Pa.-based provider of high-end engineering, development, intelligence and technology solutions; roadshow through beginning of to Oct. 7 week.

OBERTHUR TECHNOLOGIES: €200 million senior notes due 2020 (/CCC/CCC+); Goldman Sachs, JPMorgan, Lloyds TSB (active books), Barclays, HSBC, SG CIB (passive books); Rule 144A and Regulation S; non-callable for three years; to refinance debt; manufacturer of chip-based digital authentication products for the payment and telecommunications industries, headquartered in Paris; roadshow started Oct. 1; pricing early-to-mid Oct. 7 week.

U.S. WELL SERVICES, LLC: $60 million tack-on to the 14½% senior secured notes due Feb. 15, 2017 talked at 99 to yield 14.869%; Rule 4(2) placement with registration rights; callable on Feb. 14, 2015 at 107.25; to acquire one new conventional hydraulic fracturing fleet and one new "clean" hydraulic fracturing fleet; Houston-based oilfield services provider; pricing scheduled for Oct. 8; original $85 million priced at par and settled on Feb. 21, 2012; previous $12 million add-on priced in April 2013.

Expected October Business

TOWNSQUARE RADIO, LLC and TOWNSQUARE RADIO, INC.: $145 million add-on to the 9% senior notes due April 1, 2019; RBC Capital Markets; callable on April 1, 2015; Greenwich, Conn.-based owner and operator of FM and AM radio stations and websites serving small and mid-sized markets throughout the United States; commitments for the syndicated bridge loan due Oct. 4; deal expected to launch by mid-October; original $265 million priced at 99 with to yield 9.197% in March 2012.

On The Horizon

BRAND ENERGY & INFRASTRUCTURE SERVICES INC.: $550 million senior notes; Morgan Stanley & Co., Citigroup Global Markets Inc., Goldman Sachs Bank USA, UBS Investment Bank help fund its acquisition by Clayton, Dubilier & Rice from First Reserve and merger with an infrastructure business that is being bought from Harsco Corp.; Atlanta-based provider of specialized industrial services to the energy and infrastructure sectors; deal expected to come before the end of the year.

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 billion senior secured and $2.375 billion 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.

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.

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.

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 of 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.

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.

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.

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

Started Sept. 30: TMS INTERNATIONAL $300 million; Goldman Sachs, JPMorgan, HSBC, Deutsche Bank.

Started Oct. 1: OBERTHUR TECHNOLOGIES €200 million; Goldman Sachs, JPMorgan, Lloyds, Barclays, HSBC, SG.

Through the beginning of the Oct. 7 week: MICHAEL BAKER INTERNATIONAL $350 million; Jefferies.


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