By Angela McDaniels
Tacoma, Wash., March 13 - Great Wolf Resorts, Inc. said GW Capital Trust IV issued $28,125,000 of new floating-rate capital securities in exchange for an equal amount of floating-rate capital securities issued by GW Capital Trust III and held by Kodiak CDO II, Ltd.
The exchange was carried out under a private exchange agreement on March 12, according to an 8-K filing with the Securities and Exchange Commission.
Great Wolf paid accrued dividends on the original trust preferreds.
The new trust preferreds are mandatorily redeemable on July 31, 2017 and are callable beginning July 30, 2012 with no premium. The distribution rate is 7.9% until July 30, at which point it will become Libor plus 550 basis points. Distributions are payable quarterly.
The new trust simultaneously issued 870 of its common securities, which constitute all of its issued and outstanding common securities and have an aggregate liquidation amount of $870,000, to Great Wolf.
In exchange for the original trust preferreds and the common securities, the company delivered $28,995,000 of new junior subordinated debt securities due July 31, 2017 to the new trust.
The financial terms of the debt securities are substantially the same as the terms of the new trust preferreds. The interest payments on the debt securities paid by the company will be used by the new trust to pay the quarterly distributions to the holder of the new trust preferreds.
The debentures are callable beginning July 30, 2012. If the company redeems any debentures, the new trust must redeem a like amount of the new trust preferreds. The debentures are not mandatorily redeemable or subject to any sinking fund payments.
Apollo to acquire company
The company announced on March 13 that Apollo Global Management, LLC agreed to acquire it for about $703 million including the assumption of outstanding debt. Apollo is offering $5.00 per share.
Great Wolf owns and operates drive-to destination family resorts. It is based in Madison, Wis.
| Issuer: | GW Capital Trust III
|
| Issue: | Floating-rate capital securities
|
| Amount: | $28,125,000
|
| Dividend: | 7.9% until July 30, then Libor plus 550 bps; payable quarterly
|
| Mandatory redemption: | July 31, 2017
|
| Optional redemption: | Beginning July 30, 2012
|
| Settlement date: | March 12
|
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