LBO Syndications arranged in October

Altana

Target nation: Germany

Date announced: 20/10/06

Deal type: LBO

Acquirer (s): Nycomed (Nordic Capital, CSFB Private Equity and Blackstone)

Total value: €5.7bn

Mandated arranger (s): Credit Suisse, Citigroup, Morgan Stanley and Goldman Sachs

Financing: As below

Nycomed has launched the €5.7bn all-senior debt backing its acquisition of fellow pharmaceutical manufacturer Altana. Credit Suisse, Citigroup, Morgan Stanley and Goldman Sachs are bookrunners. Nordea, SEB Merchant Banking and DnB Nor joined as mandated lead arrangers in an early-bird phase. The deal comprises a €1.78bn seven-year term loan A at 200bp over Euribor, a €1.335bn eight-year term loan B at 250bp, a €1.335bn nine-year term loan C at 300bp, a €250m seven-year revolver at 200bp, and a €450m seven-year licensing facility at 200bp. Leverage is 4.9x net debt to EBITDA. There is also a €550m bridge to asset disposals which should remain in place for six months. This has been provided by the seven leads and will not be syndicated. In senior syndication, sub-underwriting JLAs will receive 135bp for €250m tickets with a €100m hold target. Nycomed is paying €5.8bn for the German patented drugs manufacturer on a cash and debt free basis. The deal is subject to shareholder approval, the vote for which is tabled for 19 December. In April 2005, Nordic Capital Fund acquired a controlling interest in Nycomed from a group of investors led by DLJ Merchant Banking, part of CSFB’s Alternative Capital Division, and the Blackstone Group

Dorna

Target nation: Spain

Date announced: 18/07/06

Deal type: LBO

Acquirer (s): Bridgepoint

Total value: Undisclosed

Mandated arranger (s): SG, RBS and Bank of Scotland

Financing: €355m

The €355m equivalent loan backing Bridgepoint’s secondary buyout of motorcycle Grand Prix organiser Dorna has been flexed down after getting a 100% hit rate from funds and banks in syndication, via mandated lead arrangers SG, RBS and Bank of Scotland. Both the fund and bank pieces were oversubscribed with the fund tranches 5x oversubscribed. The flex involves 12.5bp being taken off the A tranche and 25bp being taken off the B and C tranches. Post-flex, debt now comprises a €91m seven-year term loan A at 200bp over Libor, a €115m eight-year term loan B at 237.5bp, a €155m nine-year term loan C at 275bp, a €12m seven-year revolver at 212.5bp and a €20m nine-and-a-half year second lien tranche at 425bp. Banks were invited to join on a single €20m ticket for 45bp upfront.

East London Bus Company

Target nation: UK

Date announced: 30/08/06

Deal type: LBO

Acquirer (s): Macquarie

Total value: €394m

Mandated arranger (s): Dresdner Kleinwort, RBC

Financing: €340m

East London Bus and Coach Company and the South East London and Kent Bus is out with a €340m senior facility backing its acquisition by Macquarie. Dresdner Kleinwort is mandated lead arranger and bookrunner, with RBC as co lead arranger

The two companies formed the London bus operations of Stagecoach and were sold to Macquarie earlier this year for €394m. The assets will sit in the bank’s European Infrastructure Fund, and mark Macquarie’s first move into land transport.

Gerflor

Target nation: France

Date announced: 19/10/06

Deal type: LBO

Acquirer (s): AXA Private Equity

Total value: €310m

Mandated arranger (s): BNP Paribas

Financing: Unkown

Gerflor has mandated BNP Paribas as sole bookrunner to arrange the debt package backing AXA Private Equity’s buyout of the company from PAI for €310m. The deal will launch this year, although no schedule has been finalised. Gerflor was last in the market with a €155m all-senior recapitalisation facility, via mandated lead arranger BNP Paribas.

That deal backed the recapitalisation of the flooring manufacturer by sponsors PAI, CDC Enterprises, Natexis Industrie and ICG. A single ticket of €7.5m is offered for a 45bp fee. Mezzanine from the original structure has been rolled over.

House of Fraser

Target nation: UK

Date announced: 07/04/06

Deal type: LBO

Acquirer (s): Baugur

Total value: Unknown

Mandated arranger (s): Bank of Scotland and Glitnir

Financing: €600m

Bookrunners Bank of Scotland and Glitnir have extended the syndication period for the €600m debt package backing Icelandic investment group Baugur’s acquisition of UK department store House of Fraser. As there are so many competing currently in the market, investors have asked for more time to get the deal through their credit committees. The deal is under no time pressure and will therefore run for another few weeks. The €600m syndicated debt comprises a €60m six-year term loan A with a margin of 225bp over Libor, a €104m seven-year B loan at 275bp, a €104m eight-year C loan at 325bp, a €75m six-year capex facility at 250bp with a commitment fee of 125bp and a six-year €165m revolving credit facility at 225bp, also with a commitment fee of 125bp. The €90m nine-year mezzanine has a margin of 100bp500bp cash and 600bp PIK. Institutional investors are offered a 60% carve out of the B and C loans as well as the mezzanine. Senior leverage is 3x net debt to EBITDA, total leverage is 4x and rent adjusted leverage is 6x. Tickets of €22m and €37m have been offered, although the fees were not disclosed. The total €1.1bn debt package comprises €871m debt and €270m of equity provided by the Baugur-led consortium, which is made up of Scottish retail entrepreneur Sir Tom Hunter together with Baugur allies Donald McCarthy, Stefan Cassar and Kevin Standford and the FL Group. But only €600m of the €872m of debt is being syndicated, €275m is being provided by ring-fenced bridging facilities for the property assets and storecard business of House of Fraser. The Baugur consortium bid of €2.20 per share gives the company an enterprise value of €649m. Under the terms of the deal, Baugur will take a 35% stake, Donald McCarthy will have 21.7%, Sir Tom Hunter 11%, FL Group 13.9% and Kevin Stanford will control 10%. Bank of Scotland will take a 5.6% holding.

Igloo Birds Eye

Target nation: UK

Date announced: 27/08/06

Deal type: LBO

Acquirer (s): Permira

Total value: €1.7bn

Mandated arranger (s): Calyon, Credit Suisse, Goldman Sachs and Lehman Brothers

Financing: €1.475bn

Igloo Birds Eye Frozen Foods has had a good start in syndicating its €1.475bn deal, currently in the market via bookrunners Calyon, Credit Suisse, Goldman Sachs and Lehman Brothers. The book for the PIK, mezzanine and institutional portions of the first lien debt was fully subscribed just two days after the bank meeting.

The loan comprises a €182.5m seven-year term loan A at 212.5bp, a €335m eight-year term loan B at 250bp, a €335m nine-year term loan C at 300bp, a €175m seven-year revolver at 212.5bp, a €72.5m nine-and-a-half year second lien tranche at 475bp, a €275m ten-year mezzanine facility paying 4.5% cash and 4.75% PIK, and a €100m ten-and-a-half year junior mezzanine piece, for which pricing has not been disclosed. The deal features a 60% fund carve out on the B and C tranches. Tickets on offer are for arrangers on €40m tickets for a fee of 85bp and co-arrangers on €20m commitments for a fee of 70bp. Bank of Ireland, Caja Madrid, Rabobank, SG and SMBC joined as joint lead arranger on subunderwriting tickets of €100m of the senior debt.

Igloo Birds Eye is the former frozen foods arm of Unilever.

Informa

Target nation: UK

Date announced: 20/10/06

Deal type: LBO

Acquirer (s): Cinven and Candover

Total value: c. €3bn

Mandated arranger (s): Barclays

Financing: Unknown

Barclays has been mandated to arrange the debt backing Candover and Cinven’s bid for UK academic publisher Informa, which is worth around €2bn. Speculation is that, if successful, the sponsors would merger Informa with their other key publishing asset Springer. The sponsors’ interest in Informa is not surprising given how much money they have made out of Springer, which they created in 2003 through the merger of Bertelemann-Springer and Dutch publishing house KAP. Springer has thrown off so much cash that the sponsors have recapitalised the deal successfully three times in as many years without increasing the company’s gearing levels.

Medica France

Target nation: BC Partners

Date announced: 05/07/06

Deal type: Secondary buyout

Acquirer (s): BC Partners

Total value: €750m

Mandated arranger (s): Calyon

Financing: €622.3m

Nursing home chain Medica France has reverse flexed the margins on its €622.3m oversubscribed LBO, through bookrunner RBS. BC Partners is the sponsor. Calyon joined as a mandated lead arranger ahead of launch. The flex takes 25bp off the B and C loans and a hefty 75bp off the second lien due to such a large oversubscription. Post-flex, the €496.3m senior debt comprises a €30m seven-year A loan paying 200bp over Euribor, a €145.6m eight-year B loan at 225bp, a €146.7m nine-year C loan at 275bp, a €150m capex/acquisition facility at 225bp and a €25m seven-year revolving credit facility at 200bp. The €34m nine-and-a-half-year second lien piece pays 425bp and there is also a €92m mezzanine. Two tickets were offered; co-arrangers can earn 70bp for a E30m ticket and lead managers 50bp for E20m. The deal has been allocated and signing will follow shortly.

Paroc

Target nation: Finland

Date announced: 21/06/06

Deal type: LBO

Acquirer (s): Arcapita

Total value: €620

Mandated arranger (s): ING

Financing: €545m

Mandated lead arranger ING has allocated the circa €545m loan backing Arcapita’s buyout of Paroc, the Finnish manufacturer of stone wool insulation. The facility was well oversubscribed and, as a result, the B, C and second lien tranches were all flexed down by 12.5bp.

After the flex the drawn facilities are split between a €70m seven-year term loan A paying 200bp over Euribor, a €142.5m eight-year term loan B paying 237.5bp down from 250bp, a €142.5m nine-year term loan C, a €40m nine-and-a-half-year second lien loan paying 287.5bp down from 300bp and a €67.5m 10-year mezzanine loan paying 9.25%. A cash adjustment of €16.6m brings down the total drawn debt to €445.9m.

In addition there is a €60m seven-year capex line paying 225bp and a €40m seven-year revolver paying 200bp. In syndication lenders were invited on a single €15m ticket for 55bp.

Leverage ratios are set at 4.7x through the senior, 5.2x through the second lien and 6.2x through the mezzanine.

Sisal

Target nation: Italy

Date announced: 17/10/06

Deal type: Secondary

Acquirer (s): Apax Partners and Permira.

Total value: Unknown

Mandated arranger (s): Banca Intesa, Calyon and Mizuho Corporate Bank

Financing: €980m

Italian gaming company Sisal is out with the €980m debt package that backs its LBO by Apax Partners and Permira. ABN AMRO, Lehman Brothers, RBS and Unicredito are running books on the senior and second lien debt, while Banca Intesa, Calyon and Mizuho Corporate Bank are MLAs. Bookrunners on the mezzanine are ABN AMRO, Lehman Brothers, Mizuho Corporate Bank and Unicredito, while Calyon and RBS are mandated lead arrangers. Debt comprises a E195m seven-year term loan A at 212.5bp over Euribor, a €225m eight-year term loan B at 250bp, a €225m nine-year term loan C at 300bp, a €40m seven-year revolver at 212.5bp, a €150m seven-year capex facility at 212.5bp, a €85m nine-and-a-half year second lien facility at 500bp, and €160m of ten-year mezzanine paying 4% cash and 5% PIK. €420m of equity underpins the debt, equating to 34% of the EV. 97% is being purchased by the two sponsors while 3% remains in the hands of retailers. Leverage is 5.5x through the first lien, 6.4x through the second lien, and 7.9x total. Tickets on offer are for senior lead managers on commitments of €30m for a fee of 80bp and lead arrangers on €20m commitments for 65bp. €130m of both B and C tranches has been carved out for institutions. Sisal runs gaming brands Totop+, SuperEnalotto, Tris, Totocalcio, Totogol, Big Match and Big Race. Distribution is via a network of 19,000 outlets comprising mainly tobacco kiosks and bars. Clessidra is the vendor.

TDF

Target nation: France

Date announced: 10/10/06

Deal type: LBO

Acquirer (s): Texas Pacific and AXA Private Equity

Total value: Unknown

Mandated arranger (s): BNP Paribas, Citigroup, Merrill Lynch and Morgan Stanley

Financing: €3.97bn

Telediffusion de France’s (TDF) €3.97bn debt package backing its buyout by Texas Pacific Group will come to market before the yearend, through bookrunners BNP Paribas, Citigroup, Merrill Lynch and Morgan Stanley. The structure will be follow a standard ABC senior debt pattern and will also comprise a €300m second lien and a €220m mezzanine, which quashes rumours that the deal will come with a record mezzanine piece. The volume of drawn debt represents leverage of 7.4x , and even at such a high level, the loan is expected to be very popular in keeping with many other infrastructure assets that have come to market recently. TPG has reached agreement with majority shareholder Charterhouse (55%) to acquire the operator of transmission towers for the audiovisual, mobile telecom and broadband media. Caisse des Depots et Consignation and CDC Enterprises hold stakes of 30% and 14% respectively. The company was originally bought out in December 2002 for €2.5bn, with the support of €1.34bn in senior debt and €300m of mezzanine debt, arranged by BNP Paribas and CSFB. Last year, the deal was recapitalised via a heavily oversubscribed €2.23bn deal, this time via BNP Paribas (bookrunner), Citigroup, Lehman Brothers, Merrill Lynch, RBS and SG. That all-senior deal, which took leveraged to 5.2x total, was severely scaled back and consisted of a €630m seven-year amortising term loan A at 225bp over Euribor, a €420m eight-year term loan B at 250bp, a €420m nine-year term loan C at 300bp, a €350m ten-year term loan D at 400bp, a €50m seven-year revolver at 225bp and a €350m eight-year amortising capex facility at 232.5bp. TDF is one of the largest providers of over-the-air and wireless services to broadcasters and telecom operators in Europe. It has a monopoly in broadcasting public TV and radio and a very strong position with the commercial TV and radio companies. TDF also has strong relationships with all three French mobile operators, Orange, SFR and Bouygues.

Time Partner

Target nation: Germany

Date announced: 28/07/06

Deal type: LBO

Acquirer (s): Investcorp

Total value: €250m

Mandated arranger (s): HVB

Financing: €215m

German temping agency Time Partner has closed the €215m debt backing its buyout by Investcorp from AUCTUS Management, through sole bookrunner HVB. The deal was oversubscribed and the margin was reverse flexed on the mezzanine tranche by 2%. Allocations have been made and the deal should fund by the end of October.

Senior debt comprises a €30m seven-year term A loan with a margin of 225bp over Euribor, a €50m eight-year B loan at 275bp, a €50m nine-year C loan at 325bp, a €15m seven-year at 225bp and a €40m seven-year acquisition facility at 250bp. There is also a €30m 10-year mezzanine piece for an undisclosed margin, which has now been flexed down by 200bp. Two tickets were offered: €25m for 70bp and €15m for 60bp. A bank meeting is being held tomorrow in Munich.

Time Partner is expected to generate sales of around €190m by FYE 31 December 2006. The company is also expected to benefit from the continued deregulation of the German temping market and the ongoing industry consolidation. The German temping agency market is expected to grow in excess of 10% pa in the foreseeable future.

Source: IFR Loans/EVCJ

Refinancings

MTU Friedrichshafen

Target nation: Germany

Date announced: 20/10/06

Sponsor (s): EQT

Mandated arranger (s): Deutsche Bank and Barclays

Financing: €200m

MTU Friedrichshafen is in the market with an amendment to the €1.17bn debt that backed EQT’s buyout of the company back in May. Deutsche Bank and Barclays are MLAs. The amendment, which pays no fee, asks lenders to permit the sponsor to take a €200m dividend, substantially cut senior debt pricing. If the amendment is granted, the all senior structure would comprises a €190m seven-year term loan A paying 125bp over Euribor, a €285m eight-year term loan B at 200bp, a €285m nine-year term loan C at 225bp, a €350m seven-year revolver at 225bp and a €60m capex facility paying 255bp. Leverage on the deal is just 2x total net debt to EBITDA. MTU Friedrichshafen is part of the MTU Group, one of the world’s leading suppliers of diesel engines and complete drive systems for ships, heavy land-based and rail-bound vehicles and decentralized power generation systems.

Source: IFR/EVCJ