Bankruptcy: Sorenson Communications exits Chapter 11

Sorenson Communications emerged from Chapter 11 today, the company announced, after a quick two-month trip through the Wilmington, Del., bankruptcy court.

Sorenson, a provider of communications equipment for the deaf and hard-of-hearing, filed a pre-packaged Chapter 11 on March 3. In addition to strengthening its balance sheet, the company said today it now has the financial runway needed to work with the FCC on addressing the future regulatory framework of the industry. Prior to its bankruptcy filing, Sorenson became involved in a dispute with the FCC over rules related to alleged misuse of Internet Protocol Captioned Telephone Services, according to FCC filings.

Under the company’s reorganization plan, holders of $550 million of first-lien debt will be paid in full in cash and will be unimpaired, as will general unsecured creditors. Second-lien noteholders will receive 87% of the reorganized company’s equity, along with a pro rata share, respectively, of $375 million of new second-lien notes, 95% of a $300 million issue of new unsecured notes, and $77.175 million in cash.

According to the company’s disclosure statement, that would translate into a recovery rate for the second-lien holders, with principal of $735 million, of 55-94%.

Sorenson’s existing equityholders are to receive the remaining 13% of the equity and 5% of the unsecured notes.

As for the new debt to be issued under the plan, according to court filings, the new exit facility will be comprised of a $550 million, six-year term loan, priced at L+575, with a 2.25% LIBOR floor, and a 0.5% OID, and a $25 million first-out revolver at L+325, with a LIBOR floor of 1.25%. The term facility will carry call protection of 102 in year one, 101 in year two, and 100 in year three and thereafter.

The new second-lien secured notes will have a term of six years and pay interest at 9% per year, which will be payable in kind if the company’s first-lien leverage is greater than 4.5x, subject to a minimum cash balance of $20 million.

The new unsecured notes, meanwhile, will have a term of 7.5 years and will pay interest of 13% per year, if sufficient cash is available, with interest otherwise payable in kind.

The company estimated its going-concern enterprise value at $900 million to $1.2 billion, assuming maximum pro forma indebtedness of $1.225 billion, according to disclosure statement exhibits. – John Bringardner/Alan Zimmerman


Apple Places $12B In Largest Corporate Bond Deal Since Verizon

Apple yesterday placed $12 billion of bonds across seven tranches, including three-year floating-rate notes at L+7; 1.05% three-year fixed-rate notes at T+18; five-year floating-rate notes at L+30; 2.1% five-year fixed-rate notes at T+37.5; 2.85% seven-year notes at T+60; 3.45% 10-year notes at T+77; and 4.45% 30-year bonds at T+100.

Apple’s deal, which backs its recently expanded, $130 billion shareholder-reward program (fueled by a $30 billion boost to its share-buyback plan, to $90 billion, and an 8% increase to its dividend payout), represents the fourth largest offering of the last three years, behindVerizon’s $49 billion deal last September, Apple’s own $17 billion deal placed one year ago, and AbbVie’s spin-off-driven $14.7 billion deal in November 2012.

Spreads were set 10-20 bps through early whispers as participants said orders swelled past the offering amount yesterday morning. Spreads were also near reoffer spreads for last year’s offering, which differed from yesterday’s structure only by the lack of a seven-year issue. Last year’s offering was also inked at the all-time lows for absolute borrowing costs, just days ahead of the May 2 inflection higher for Treasury rates. 

On April 30 last year, Apple inked three-year notes at L+5 for floating-rate notes and at T+20 for a 0.45% issue (representing the lowest coupon rate and reoffer yield on record for a three-year issue); five-year notes at L+25 for FRNs and T+40 for a 1% issue; 2.4% 10-year notes at T+75; and 3.85% 30-year bonds at T+100. 

The T+18 print for yesterday’s three-year deal came after only three issuers in recent years have inked three-year deals at levels below T+20, including triple-A Exxon Mobil in March, with 0.92% notes at T+15, triple-A Johnson & Johnson last December, with 0.7% notes at T+18, and AA/Aa2 Wal-Mart Stores, with 1% notes at T+17 on April 15.

But, as was the case in last year’s offering, Apple paid more for longer-term funds than other top-tier borrowers in recent weeks. Apple’s spread curve between the three- and 30-year issues was established at 82 bps, versus a 73 bps slope between Wal-Mart’s recent offering of 1% three-year notes at T+17 and 4.3% notes at T+90. Wal-Mart notes are rated AA/Aa2.

And Exxon Mobil last month placed 0.921% three-year notes at T+15 and 3.176% 10-year notes at T+48, for a differential of 33 bps between the two spread levels. That compares with a 59 bps gap between the new Apple three- and 10-year issues. (Of note, only Microsofthas issued 10-year notes at a tighter spread than Exxon Mobil in recent years, with 2.125% 2022 notes inked in November 2012 at T+47.)

S&P and Moody’s maintain stable outlooks on the ratings, even as Apple prepares to issue up to $10 billion of commercial paper to establish its first short-term debt exposure in 17 years (proceeds of yesterday’s offering may also be used to repay short-term borrowings, filings show). “Based on estimates of the decline in domestic cash, Moody’s estimated that Apple could borrow an incremental $25 billion to fund the share purchases, which should be accommodated within the expectations of the Aa1 long-term rating,” Moody’s analysts wrote yesterday. 

“However, if debt going forward is increased meaningfully more than the $25 billion now expected by Moody’s that would be negative and could pressure the rating down,” Moody’s added. Terms:

Issuer Apple Inc.
Ratings AA+/Aa1
Amount $1 billion
Issue SEC-registered senior notes
Coupon L+7
Price 100.000
Maturity May 5, 2017
Call nc-life
Px Talk guidance and IPT; LIBOR equivalent of fixed-rate pricing level
Issuer Apple Inc.
Ratings AA+/Aa1
Amount $1.5 billion
Issue SEC-registered senior notes
Coupon 1.050%
Price 99.947
Yield 1.068%
Spread T+18
Maturity May 5, 2017
Call make-whole T+5
Px Talk guidance T+20 area (+/- 2 bps); IPT T+30 area
Issuer Apple Inc.
Ratings AA+/Aa1
Amount $1 billion
Issue SEC-registered senior notes
Coupon L+30
Price 100.000
Maturity May 6, 2019
Call nc-life
Px Talk guidance and IPT: LIBOR equivalent of fixed-rate pricing level
Issuer Apple Inc.
Ratings AA+/Aa1
Amount $2 billion
Issue SEC-registered senior notes
Coupon 2.100%
Price 99.962
Yield 2.108%
Spread T+37.5
Maturity May 6, 2019
Call make-whole T+10
Px Talk guidance T+40 area (+/- 2.5 bps); IPT T+50 area
Issuer Apple Inc.
Ratings AA+/Aa1
Amount $3 billion
Issue SEC-registered senior notes
Coupon 2.850%
Price 99.754
Yield 2.889%
Spread T+60
Maturity May 6, 2021
Call make-whole T+10
Px Talk guidance T+62.5 area (+/- 2.5 bps); IPT T+75 area
Issuer Apple Inc.
Ratings AA+/Aa1
Amount $2.5 billion
Issue SEC-registered senior notes
Coupon 3.450%
Price 99.916
Yield 3.460%
Spread T+77
Maturity May 6, 2024
Call make-whole T+15
Px Talk guidance T+80 area (+/- 3 bps); IPT T+90 area
Issuer Apple Inc.
Ratings AA+/Aa1
Amount $1 billion
Issue SEC-registered senior notes
Coupon 4.450%
Price 99.459
Yield 4.483%
Spread T+100
Maturity May 6, 2044
Call make-whole T+15
Trade April 29, 2014
Settle May 6, 2014
Books DB/GS
Px Talk guidance T+100 (the number); IPT T+115-120
Notes proceeds will back share repurchases and dividends under capital-return plan, and other general corporate purposes, which may include funding for working capital, capital expenditures, acquisitions and repayment of short-term debt

Restructurings: Waterford Gaming Joins LCD’s Watchlist Of At-Risk Debt Issuers

Waterford Gaming, which relies entirely on revenue from the Mohegan Sun casino in Eastern Connecticut, has joined LCD’s Restructurings Watchlist, which tracks companies at risk of an imminent bankruptcy court filing or out-of-court restructuring.

The Watchlist, which is published regularly in LCD’s Distressed Weekly, includes companies that have recently hired restructuring advisers or entered into creditor negotiations, issuers with debt trading at deeply distressed levels, as well as those with recent credit defaults or downgrades into junk territory. Below is the entire list, as of April 25.

Waterford on April 23 was downgraded from CCC to CC. S&P noted that Waterford relies solely on distributions made indirectly from the Mohegan Tribal Gaming Authority (MTGA) to service its debt obligations. By S&P’s assessment, cash flows will not be sufficient to repay Waterford Gaming’s debt at maturity.

S&P: “We are lowering our issuer credit rating on Waterford Gaming and our issue-level rating on the issuer’s debt to ‘CC’ from ‘CCC’. The negative outlook reflects our view that, absent significant growth in revenue generation at Mohegan Sun over the next few months, beyond what we believe is feasible, we do not expect Waterford to generate sufficient cash flow to repay its notes by maturity in September 2014.”

We’ll post updates on the Watchlist as companies join the list (We’ve leftEnergy Future below, for posterity).

                                  LCD Restructuring Watchlist

Issuer Industry Action pending Details
Altegrity / U.S. Investigations IT services hires advisors Jan. 28, 2014: Secured debt cut to CCC amid reorg talks with advisor Evercore; DOJ accuses co. of fraud.
Aurora Diagnostics Healthcare services hires advisors Dec. 19, 2013: Press reports of Evercore, Kirland hires.
Caesars Entertainment CZR -2.72% Gaming restructuring negotiations April 4, 2014: Co. discloses opco 1L debt holders allege fraudulent asset transfers, demands termination of plan.
Dex Media Marketing distressed securities March 13, 2014: Loans rise to 65 on 4Q results.
Empire Today Building materials distressed securities Sept. 17, 2013: Bonds in low-70s amid cut to B-, from B.
Energy Future Holdings Power producer skipped coupon April 1, 2014: Enters 30-day grace after skipped coupon as restructuring negotiations press forward.
FleetPride/FPC Holdings Wholesale distributor downgrades Nov. 26, 2013: Loan cut to B3 on weak performance.
Getty Images Multimedia distressed securities Nov. 15, 2013: Bonds hit lows at 72 after 3Q report.
GSE Environmental Chemicals covenant violations Jan. 21, 2014: Co. nets 7th default waiver on 1L TL.
iPayment Business services downgrades March 27, 2014: Bonds hit low 72.5 ahead of 4Q report.
J.C. Penney Company Retail distressed securities Feb. 27, 2014: Bonds, CDS volatile after 4Q report.
MidWest Vanadium Mining skipped coupon Feb. 15, 2014: Enters 30-day grace after skipped coupon.
Milagro Oil & Gas Energy E&P in default Dec. 30, 2013: Cut to D after skipping 2nd-lien interest.
NII Holdings Wireless telecom hires advisors March 10, 2014: Hires UBS, Rothschild for restructuring.
Preferred Sands Energy services in default Dec. 12, 2013: Cut to D, tripping default rate.
RadioShack Retail distressed securities April 23, 2014: Bonds trade at record low 38.938 as co. negotiates with lenders over store closures.
Sears Holdings Retail tight liquidity March 4, 2014: Bonds at record low 49 after 4Q miss.
Sotera Defense Solutions Security technology covenant violations Nov. 26, 2013: Loan cut to CCC on covenant breach.
UniTek Global Services IT services hires advisors June 6, 2013: Co. hires Miller Buckfire amid forbearance.
Waterford Gaming Gaming downgrades Apr. 23, 2014: Co. cut to CC on weakened cash flow.
Xinergy Coal mining hires advisors Nov. 13, 2013: DB is advisor for strategic alternatives.
YRC Worldwide Trucking going concern warning Jan. 30, 2014: Loans approach par amid refinancing plan.
Source: S&P Capital IQ LCD

Ortho-Clinical Diagnostics launches $1.15B of high yield bonds, backs Carlyle Group’s LBO

Ortho-Clinical Diagnostics has stepped off the shadow calendar with its $1.15 billion senior notes offering that backs The Carlyle Group’s $4.15 billion purchase of the business from Johnson & Johnson.

The deal was announced this afternoon via bookrunners Goldman Sachs, Barclays, Credit Suisse, UBS and Nomura, along with co-managers SMBC, Jefferies and RBS, according to sources.

A roadshow begins Friday, May 2, and runs until Wednesday, May 7.

The notes are structured as eight-year (non-call three) and come under Rule 144 A for life. Corporate ratings are B/B2, with tranche ratings set at CCC+/Caa1.

As reported, a Barclays-led arranger group yesterday afternoon outlined price talk of L+350, with a 1% LIBOR floor and a 99-99.5 offer price on the B term loan also backing the buyout.

Lenders to the institutional loan are offered six months of 101 soft call protection. At the proposed guidance, the loan would yield about 4.67-4.76% to maturity.

As noted earlier, the senior secured financing is split between a $2.175 billion, seven-year B term loan and a $350 million, five-year revolving credit.

Barclays, Goldman Sachs, Credit Suisse, UBS, and Nomura are arranging the loan. Commitments are due on Wednesday, May 7.

The Ortho-Clinical Diagnostics unit is a global provider of solutions for screening, diagnosing, monitoring and confirming diseases. Headquartered in Raritan, N.J., with manufacturing operations in Rochester, N.Y., Pompano Beach, Fla. and Pencoed, Wales, the business operates in 130 countries. – Staff reports


CGG $500M high yield bonds (Ba3) for refi price at par to yield 6.875%

CGG S.A. this afternoon completed its offering of senior notes via global coordinators Credit Suisse (B&D) and BNP Paribas, along with Bank of America Merrill Lynch and RBC, according to sources. Terms were finalized at the midpoint of talk. Note the first call at par plus 75% of the coupon. Proceeds will be used to refinance the borrower’s 9.5% notes due 2016 and to partially refinance its 7.75% notes due 2017.


Issuer CGG S.A.
Ratings Ba3
Amount $500 million
Issue senior (144A)
Coupon 6.875%
Price 100
Yield 6.875%
Spread T+446
Maturity Jan. 15, 2022
Call nc3 @par+75% coupon
Trade April 28, 2014
Settle May 1, 2014 (T+3)
Lead books CS/BNP/BAML/RBC
Px talk 6.75-7%
Notes First coupon @par+75% coupon

Bankruptcy: Brookstone wins final approval of $96.25M DIP, sale plan

U.S. Bankruptcy Judge Brendan Shannon on Friday granted final approval of Brookstone’s $96.25 million debtor-in-possession credit facility following a settlement with the unsecured creditors’ committee in the case, but a separate dispute in district court with four individual holders of second-lien debt remains.

Shannon also approved Brookstone’s restructuring-support agreement with Spencer Spirit Holdings during an April 25 hearing in Wilmington, Del. Under the RSA, Spencer agreed to a stalking-horse bid of $147 million for Brookstone’s assets at a June 2 auction. Spencer’s bid consists of $120 million in cash, $7.5 million in notes, and the assumption of certain liabilities. Competing bids are due May 28.

An ad hoc committee of the company’s second-lien noteholders is providing the DIP, split between two tranches: tranche A consists of $60 million in new-money term loans, priced at 5.5% per annum, with a 1.25% closing fee; tranche B includes $6.25 million in new-money term loans and a roll-up of $30 million in pre-petition notes from certain DIP lenders. The A term loan will be used primarily to repay pre-petition senior debt and cash collateralize letters of credit.

The 19 members of the committee providing the DIP collectively hold about $101.7 million of the second-lien debt, court filings show, including, among others, Aegon USA ($7.63 million of second lien debt); Canyon Partners ($25.6 million); KKR ($12.6 million); Lord Abbett & Co. ($10.4 million); R2 Investments ($6 million); VR Capital ($13.2 million); and Wolverine Asset Management ($5 million).

The unsecured creditors committee initially objected to final DIP approval (see “Brookstone DIP 2nd-lien roll-up faces flak ahead of final hearing,” LCD News, April 22, 2014), but agreed to support the financing when Brookstone and its second-lien bondholders agreed to give trade vendors $1.25 million in cash and a chance to collect an additional $1.5 million, depending on the results of the auction, according toThe Wall Street Journal.

A dispute remains, however, with the so-called Childs bondholders, a group consisting of John Childs (who holds about $4.4 million in Brookstone bonds), Adam Suttin ($906,600), William Watts ($604,400), and David Fiorentino ($120,880). In a suit filed in Southern District of New York, the four argue that KKR and Canyon Partners “coerced” Brookstone into accepting their DIP, including its “discriminatory” roll-up, by threatening to withhold their support for the company’s restructuring plan.

Brookstone chose the KKR DIP over three other DIP offers, including cheaper financing from lender Wells Fargo, the bondholders allege. During the hearing on interim DIP approval, Judge Shannon said he was not opposed to the roll-up because the purchase price that Spencer has offered ensures the roll-up is secured debt, court transcripts show. But the plaintiffs complain that the indenture trustee is unfairly distributing the proceeds of the roll-up under the deal.

“If all bondholders had been allowed to participate, the roll-up would have offered no economic advantage to the members of the ad hoc committee,” the plaintiffs claim. The bondholders sued for violation of the Trust Indenture Act and breach of contract, among other things, claiming about $1 million in damages. – John Bringardner/Alan Zimmerman


Apple Joins Queue: Short Term Business Debt Reaches New Heights

Apple this week announced that it is preparing to tap the commercial-paper (CP) markets, on Wednesday citing the “substantial short-term liquidity and flexibility that this channel can provide.” The move marks a notable shift in the company’s funding strategy as it ramps up direct returns to shareholders: Apple last carried short-term debt on its balance sheet in 1997, according to S&P Capital IQ.

Fed data show that Apple is in good company in joining the queue for CP. Indeed, the outstanding amount of domestic nonfinancial CP reported to the Federal Reserve ticked up to $215 billion as of Wednesday, marking a new high dating to the summer of 2001. The outstanding amount is now up roughly 25% since the start of the year.

Further, the sum of domestic nonfinancial CP and U.S. commercial and industrial loans – widely viewed as a proxy for business’ tolerance for near-term leverage — this month reached $1.9 trillion for the first time on record, representing a 46% increase over the last three years from post-crisis lows, Fed data show.

Moody’s yesterday said it expected Apple to issue up to $10 billion of CP to manage short-term cash needs. Apple will issue CP without first inking a bank backstop liquidity facility, relying instead on its hoard of cash and investments to support the program. Moody’s characterized this approach as “very unusual” among U.S. nonfinancial issuers, “despite Apple’s uncommonly large cash holdings.”

Even so, S&P (AA+/A-1+) and Moody’s (Aa1/P-1) maintained stable outlooks on Apple’s ratings profile this week, after assigning new short-term debt ratings. Apple’s broadening embrace of debt funding will also lead it to issue roughly the same amount of term debt this year as last, the company announced on Wednesday.

“We plan to be active in both the domestic and international bond markets during 2014, put an amount of term debt financing similar to what we issued in 2013, with the breakdown between markets, currencies and tenors to be determined over the course of the year and subject to prevailing conditions in each market,” said Luca Maestri, Apple’s Principal Accounting Officer, on Wednesday’s earnings call.

On April 30 last year, Apple placed $17 billion across six long-term debt issues, which at the time was the largest bond offering on record (subsequently supplanted by Verizon’s $49 billion blockbuster last September), and which marked the first-ever material debt load on the company’s balance sheet.

For now, Apple maintains significant excess of cash ($41.4 billion at the end of March) relative to the current $17 billion of debt. It also retains substantial offshore cash holdings, though it is loath to repatriate those funds under current tax policies. Apple’s $176 billion of revenue over the 12 months through March 31 translated to nearly $47 billion of cash flow, after accounting for capital expenditures.

Apple’s incremental debt will back a material increase in its shareholder-return target through 2015 to $130 billion, from $100 billion. The higher payouts reflect a big hike in Apple’s nascent share-repurchase plan (to $90 billion, from $60 billion) and a roughly 8% increase in its dividend payout.

For reference, Apple bought back $44 billion of its shares and paid out $11 billion in dividends over the 12 months through March, up from less than $2 billion and $7.5 billion, respectively, over the year-earlier period, according to S&P Capital IQ.

Investors appear largely untroubled by Apple’s debt-funded approach to shareholder returns, even as speculation grows that Apple will again tap the debt markets in size in the near future. Apple’s $5.5 billion of 2.4% 10-year notes, inked a year ago at T+100, changed hands this morning at tighter G-spread equivalent levels in the T+76 area, or just 4-5 bps wide of trades reported last week, if roughly 10 bps wider net of the last month, according to data provider MarketAxess. – John Atkins


Retail cash inflow to high yield funds wipes out prior week’s outflow

Retail-cash inflows to high-yield funds totaled $250 million in the week ended April 23, with 45% tied to the exchange-traded fund segment, or $112 million of the sum. It’s a reversal from last week and fully wipes out the prior reading of a $223 million outflow.

The trailing-four-week reading expands to positive $290 million per week, from positive $179 million last week. This measurement has been positive for 10 straight weeks.

The full-year reading shows inflows of $4 billion, and it’s 91% tied to mutual fund inflows. In contrast, one year ago at this time, the inflow total stood at $1.2 billion, with a breakdown of $1.4 billion of mutual fund inflows offset by roughly $131 million of ETF outflows.

The change due to market conditions was positive $97 million this past week, or roughly no change to total assets of $184.8 billion, of which 20% is tied to ETFs, or $37.1 billion. Total assets are up $5.7 billion in the year to date, reflecting a gain of roughly 3% this year. –Matt Fuller

Follow Matthew on Twitter @mfuller2009 for leveraged debt deal-flow, fund-flow, and trading news


Numericable/Altice place record breaking bonds amid huge demand

Numericable and Altice shattered records today as they jointly priced the largest bond deal on record, at $16.67 billion combined in euros and dollars, surpassing TXU (Energy Future) domestically and NXP internationally. The deal also includes the third largest single tranche ever sold, a $4 billion tranche of eight-year notes, according to LCD.

Sources say the full $21.9 billion deal, which included roughly $10.9 billion in five bond tranches from Numericable, $5.8 billion from two Altice tranches, and roughly $5.2 billion in Numericable loans, pulled in more than $100 billion in orders. More than 700 accounts globally participated with numerous orders of as much as $1 billion, according to sources. A $100 billion order book would suggest the biggest ever in the history of the debt capital markets, the sources said.

With regard to the three U.S. dollar tranches, the five- and eight-year tranches came at the tight end of guidance at 4.875% and 6% respectively, while the 10-year notes printed tighter than guidance at 6.25% at par.

The five-year deal was upsized from $920 million to $1.8 billion, and finally to $2.4 billion.

The eight-year deal began at $2 billion, was raised to $4.2 billion, and then reduced to $4 billion, which is still the third largest single issuance on record.

The 10-year deal was downsized to $1.375 billion, from $2 billion.

Both the euro eight- and 10-year tranches printed tighter than guidance, at 5.375% and 5.625%, respectively. The eight-year deal was upsized from €1 billion to €1.6 billion, and then finally reduced to €1 billion, while the 10-year deal was cut from €1 billion to €915 million, and then upsized to €1.25 billion.

The combined $7.75 billion can be viewed as the most U.S. issuance sold at once, given that the $11.25 billion of TXU buyout bonds came in a piecemeal sale amid the credit crunch. Likewise, the $4 billion Numericable eight-year tranche can be seen as the second-largest sale, given the $4.93 billion Harrah’s/Caesars buyout bonds were, likewise, not sold in a single sale. The record single-tranche would then be $4.25 billion of 7.875% notes sold last fall by Sprint, according to LCD.

Earlier in the week the Numericable term loan was cut for more bonds as the company responded to demand, with investors noting better value on the bonds and desiring call protection. On Tuesday, Numericable also decided to drop the five-year euro tranche. This was a result of optimizing its capital structure: issuing in U.S. dollars and then swapping back into euros was ultimately cheaper. This was particularly the case on the five-year tranche, as the euro piece was initially guided at the same price talk as the dollar tranche, at 5%, based on the swap curve. Still, Numericable was keen to keep large euro benchmark offerings to maintain a strong European following, ultimately raising €2.25 billion combined in eight-year and 10-year notes at the opco Numericable, and €2.075 billion at the holdco Altice.

On the U.S. side, with the large upsizing of the five-year paper to $2.4 billion, sources reported a similar degree of oversubscription between the five-year and the $4 billion eight-year tranches relative to tranche size. Demand for the 10-year, meanwhile, was especially high after leads downsized that tranche by $625 million, allowing the leads to price inside of talk. Given the significant downsizing of the six-year term loan, the company wanted to offer a comparable replacement, thus significantly upsizing the five-year bond to keep in place a low cost, short duration option.

Meanwhile, on the Altice transaction, orders across both eight-year (non-call three) tranches reached $35 billion, including a $13.5 billion order book for the U.S. tranche, according to sources. Both tranches came at the tight end of guidance. The 7.75% dollar tranche was downsized from $3.1 billion to $2.9 billion, and the 7.25% euro tranche was upsized from €1.9 billion to €2.075 billion.

Comps included Wind, Sprint, T-MobileVTRUnitymedia, and UPC Cablecom, but none of these were perfect matches, requiring the leads to do more work on price discovery, according to sources.

As reported, J.P. Morgan (B&D), Deutsche Bank, and Goldman Sachs are global coordinators on all tranches of the Numericable deal, while Goldman Sachs (B&D), Deutsche Bank, and J.P. Morgan are global coordinators for both Altice tranches.

The transactions are part of a multi-pronged M&A-related recapitalization under which Numericable is buying a stake in telecom firm SFR. Altice is financing an adjoining Numericable rights issue to increase its stake to 60% in the new Numericable/SFR joint venture. – Joy Ferguson


Bankruptcy: Momentive Performance unsecured creditor committee appointed, full list


The U.S. Trustee for the bankruptcy court overseeing the Chapter 11 proceedings of Momentive Performance Materials has appointed an unsecured creditors’ committee in the case, court filings show. The members of the panel and their contact information are as follows:



  • US Bank National Association, as Indenture Trustee (James E. Murphy, (212) 951-8529);
  • BlueMountain Credit Alternatives Master Fund (Mark P. Kronfeld, (212) 905-2186);
  • Aurelius Capital Partners (Dan Gropper, (646) 445-6570);
  • Globe Specialty Metals (Gaurav Mehta, (212) 798-8136);
  • Fischback USA (Kirk Chadwick, (270) 505-1243);
  • Pension Benefit Guaranty Corporation (Thea D. Davis, (202) 326-4070, ext. 3166);
  • IUE-CWA, AFL-CIO (Joseph Giffi, (585) 797-4328).

As reported, Momentive filed for Chapter 11 on April 14 in bankruptcy court in White Plains, N.Y. – Alan Zimmerman