True Religion adjusts first- and second-lien term loan sizes, pricing

By Sara Rosenberg

New York, July 29 - True Religion Apparel Inc. lifted its six-year first-lien term loan to $400 million from $375 million and cut its 61/2-year second-lien term loan to $85 million from a recently revised amount of $92.5 million and an initial size of $110 million, according to a market source.

Also, pricing on the first-lien was moved to Libor plus 487.5 basis points from revised talk of Libor plus 500 bps and initial talk of Libor plus 450 bps, and the original issue discount was changed to 93½ from revised talk of 93 and initial talk of 99, the source said.

The first-lien term loan still has a 1% Libor floor and 101 soft call protection for one year.

Meanwhile, pricing on the second-lien term loan was increased to Libor plus 1,000 bps from Libor plus 825 bps and the discount widened to 92 from 981/2, the source continued.

The second-lien loan still has a 1% Libor floor and is non-callable for one year, then at 103 in year two, 102 in year three and 101 in year four.

Earlier in syndication, the call protection on the second-lien loan was modified from 103 in year one, 102 in year two and 101 in year three, the maturity on the second-lien loan was shortened from eight years and the maturity on the first-lien loan was shortened from seven years.

In addition, with the latest changes, the restricted payment test was moved to 3.75 times total net leverage from 4.25 times total net leverage previously, and from being subject to a 2 times fixed charge coverage ratio initially.

The company's now $545 million senior secured credit facility, up from $527.5 million, also includes a $60 million ABL revolver that was upsized earlier from $50 million.

Deutsche Bank Securities Inc., Jefferies Finance LLC, UBS Securities LLC and Macquarie Capital (USA) Inc. are leading the deal.

Proceeds will be used to help fund the company's buyout by TowerBrook Capital Partners LP for $32 per share in cash in a transaction valued at about $835 million.

Closing is expected in the third quarter, subject to shareholder approval, regulatory approvals and other customary conditions.

True Religion is a Vernon, Calif.-based jeans and jeans-related sportswear company.

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