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Great Wolf wants to skip change-of-control offer for 10 7/8% notes
By Angela McDaniels
Tacoma, Wash., March 13 - Great Wolf Resorts, Inc. announced a consent solicitation for the $230 million of 10 7/8% first mortgage notes due 2017 issued by GWR Operating Partnership, LLLP and Great Wolf Finance, Corp.
Apollo Global Management, LLC has agreed to acquire Great Wolf for $5 per share, or about $703 million including the assumption of outstanding debt. The merger will constitute a change of control under the note indenture, according to an 8-K filing with the Securities and Exchange Commission.
The note issuers are soliciting consents from registered holders of the notes to proposed amendments that would amend the definition of a change of control and modify some covenants. The effect of the amendments will be to eliminate the requirement that the company hold a change-of-control tender offer for the notes.
Concurrently, K-9 Investors, LP - the owner of Great Wolf's parent company, K-9 Holdings, Inc. - began a tender offer for the notes. It is offering 101% of par plus accrued interest. The tender offer will expire simultaneously with Apollo's tender offer for Great Wolf's outstanding shares, which began March 13 and is expected to end 21 business days later.
If the holders of at least a majority of the outstanding notes deliver consents, the tender offer for the notes will be terminated and no notes will be purchased. If the offer is not terminated, the solicitation agents have committed to purchase any tendered notes.
The solicitation agents are Morgan Stanley & Co. LLC (212 761-1057 or 800 624-1808) and UBS Investment Bank (203 719-4210 or 888 719-4210). The information agent is D.F. King & Co., Inc. (212 269-5550 or 800 859-8511).
Great Wolf owns and operates drive-to destination family resorts. It is based in Madison, Wis.
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