Texas Competitive credit facility amendment gets required consents

By Sara Rosenberg

New York, April 7 - Texas Competitive Electric Holdings Co. LLC's senior secured credit facility amendment passed by Thursday's consent deadline, according to a market source.

Under the amendment, the company is revising covenants including the secured debt-to-EBITDA requirement.

Also, lenders acknowledged that the intercompany loans from Texas Competitive to Energy Future Holdings Corp. comply with the requirement that these loans be made on an "arm's-length" basis and that no excess cash flow mandatory repayments were required for fiscal years 2008, 2009 and 2010.

Lenders were offered a 50 basis points amendment fee.

As was previously reported, in addition to the amendment, the company is looking to extend its first-lien term loan B-1, B-2 and B-3 and deposit letter-of-credit facility by three years to Oct. 10, 2017 and its revolver by three years to Oct. 10, 2016. The B-1, B-2 and B-3 debt that is extended will be collapsed into one extended term loan tranche.

Commitments towards the extended loans are due by 12 p.m. ET on April 12.

Pricing on the extended first-lien term loan, deposit letter-of-credit facility and revolver would be Libor plus 450 bps, compared with non-extended pricing of Libor plus 350 bps.

Also, the undrawn fee on the extended revolver would be 100 bps up from 50 bps on the non-extended revolver.

The company will pay an upfront extension fee of 350 bps on extended term loans and extended deposit letter-of-credit loans.

As a condition to the extension, the company must complete a senior secured notes offering to fund pro rata repayments of certain outstanding loans.

The extension of the term loans and deposit letter-of-credit facility is not conditioned on the revolver extension.

Citigroup Global Markets Inc. is the left lead bank on the transaction.

Texas Competitive is a Dallas-based energy company.

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