LBO Syndications arranged September


Target nation: UK

Date announced: 31/07/06

Deal type: LBO

Acquirer: Permira

Total value: £320m

Mandated arranger(s): Bank of Scotland and RBS

Financing: £237m

Bookrunners Bank of Scotland and RBS are preparing for an early September launch of the debt supporting Permira’s buyout of All3Media Group. Total senior debt of £173m comprises a £34m seven-year term loan A paying 225bp over Libor, a £51m eight-year B loan at 250bp, a £51m nine-and-a-half-year C loan at 300bp, a £17m seven-year revolving credit facility at 225bp, a £15m seven-year capex facility at 225bp and a £5m 365-day production facility at 150bp. There is also a £20m nine-and-a-half-year second lien piece priced at 5% and a £44m 10-year mezzanine paying 4% PIK and 5.25% cash. All3Media was formed from the acquisition of the Chrysalis TV Group by Bridgepoint and Management in August 2003 and produces UK shows such as Richard and Judy and Hollyoaks. The company includes eight individual TV production companies, all with their own well-known TV brands and covering all major programme genres. All3Media also includes a leading UK talent management agency and its own international distribution company. All3Media generated revenues of £216m in 2006 and has grown its pro forma like-for-like Ebitda by 30% pa since in 2003. The group has revenue stability and visibility with circa 50% of its revenues coming from perennial programmes with multi year contracts and therefore has 50% of gross profit already confirmed at the start of each financial year.

Associated British Ports

Target nation: UK

Date announced: 12/08/06

Deal type: Public to private

Acquirer: Admiral Acquisitions UK

Total value: £2.8bn

Mandated arranger(s): Barclays, Dexia, Goldman Sachs and RBS

Financing: £2.37bn

The £2.37bn loan backing the acquisition of Associated British Ports has launched, via mandated lead arranger Barclays, Dexia, Goldman Sachs and RBS. A consortium comprising Borealis Infrastructure Management, GIC, Goldman Sachs and InfraCapital Partners is buying the company through a special purpose vehicle called Admiral Acquisitions UK. The seven-year debt is split between a £1.46bn term loan, a £560m term loan, a £250m revolver for capital expenditure requirements and a £100m revolver. Pricing across all tranches is 100bp over Libor until the end of 2007, after which it ratchets according to a leverage grid. Mandated lead arrangers are offered 50bp for £125m, co-arrangers 40bp for £75m and lead managers 30bp for £40m.

Azzuri Communications

Target nation: UK

Date announced: 07/06/06

Deal type: MBO

Acquirer: PPM Capital

Total value: Not known

Mandated arranger(s): Bank of Scotland and Barclays Bank

Financing: £120m

Azzuri Communications is in the market with a £120m LBO facility, via mandated lead arrangers Bank of Scotland and Barclays. PPM is the sponsor. Debt is split between a £25m seven-year term loan A at 225bp over Libor, a £27.5m eight-year term loan B at 275bp, a £27.5m nine-year term loan C at 325bp, a £5m seven-year revolver at 225bp and a £25m seven-year acquisition line at 275bp. There is also a £10m 10-year mezzanine tranche paying 10%. Total net debt to EBITDA is 5.6x, while senior net debt to EBITDA is 4.9x. Banks will earn 75bp for £15m and 65bp for £10m


Target nation: Sweden

Date announced: 01/09/06

Deal type: LBO

Acquirer(s): Apax and Nordic Capital

Total value: €1.6bn

Mandated arranger(s): Bank of Scotland and Barclays

Financing: Unknown

Bank of Scotland and Barclays have been mandated to arrange the debt backing Apax Partners’ and Nordic Capital’s unsolicited €1.6bn bid for Swedish healthcare group Capio. Capio was last in the market in 2005 with a €500m acquisition loan to support its acquisition of Spanish healthcare provider Grupo Sanitario IDC and to refinance debt. ABN AMRO, BNP Paribas, Nordea and SEB Merchant Banking arranged that loan.


Target nation: Netherlands

Date announced: 18/07/06

Deal type: Mezzanine

Acquirer(s): Cinven and Warburg Pincus

Total value: €2.85bn

Mandated arranger(s): ABN AMRO, Credit Suisse, Goldman Sachs, ING and Morgan Stanley

Financing: €4bn

The record for a single European mezzanine tranche could be about to shatter as Casema’s circa €4bn debt package is being prepared for launch later this month.

Although the structure has not been finalised, mandated lead arrangers ABN AMRO, Credit Suisse, Goldman Sachs, ING and Morgan Stanley have been sounding out mezzanine investors about their appetite for a €1bn mezzanine piece. This far exceeds the previous record of £460m seen on the LBO of gaming group Gala last autumn. Feedback so far indicates that there is plenty of liquidity for the deal, with market talk suggesting that orders of around €2.5bn have been proffered so far. Mezzanine investors have also expressed confidence in the credit on account of the strong competitive position enjoyed by the combined Dutch cable assets of Casema, Multikabel and Essent Kabelcom. Leverage on the deal has been rumoured at between 7 and 7.5x net debt to EBITDA, which is being regarded as comfortably within the business’s ability to generate cash. Attempting to get the deal away certainly makes sense given that the high-yield market has absorbed a gamut of cable sector deals in recent months. As such, many of the traditional liquidity sources for this sector may be at or nearing limits, which would probably have translated into upward pressure on the deal’s pricing had it chosen the bond route. Although the mezzanine market is untested at this level, levels of oversubscription on other deals suggests that the market is sufficiently liquid to absorb a deal and that it was only a matter of time until the €1bn threshold was reached. Cinven, and Warburg Pincus are the sponsors backing the three-way cable tie-up. Together Kabelcom, Casema and Multikabel will serve over 3.3 million customers and have pro forma revenue of approximately €870m for the financial year ended 31 December 2005.


Target nation: France

Date announced: 27/06/06

Deal type: LBO

Acquirer: Bercy Investissement

Total value: Undisclosed

Mandated arranger(s): Calyon, Merrill Lynch and Morgan Stanley

Financing: €1.97bn

French catering company Groupe Elior has signed and allocated its €1.97b take-private loan, via bookrunners Calyon, Merrill Lynch and Morgan Stanley. The deal was flexed down after an oversubscription. Post flex, the deal pays 237.5bp over Euribor on the eight-year B tranche, 287.5bp on the nine-year C tranche, 450bp on the nine-and-a-half year second lien and 8% all-in (4% cash, 4%PIK) on the mezzanine. Despite the flex, both senior and second lien have traded up by over a point in the secondary market. Six banks joined in senior phase, taking most of the pro-rata allocations. They are BNP Paribas, Credit Mutuel – CIC, GE Capital, Mizuho Corporate Bank, Natexis Banques Populaires and RBS. The sub-underwriters received a fee of 120bp for a €75m underwrite and €50m target hold, while banks joining in the general phase receive 65bp for €20m. The deal comprises 11 tranches secured at different levels in the company structure, although the general syndication focused mainly on the B, C and subordinate tranches Bercy Investissement is a vehicle owned by Robert Zolade, Elior’s co-founder and chief executive, and private equity houses Charterhouse and Chequers. Elior operates more than 10,584 restaurants under two broad categories – institutional catering and concession catering.


Target nation: UK

Date announced: 26/05/06

Deal type: MBO

Acquirer: Hellmann & Friedman

Total value: £500m

Mandated arranger(s): Goldman Sachs and HSBC

Financing: £310m

Goldman Sachs and HSBC as mandated lead arrangers and bookrunners are out with the £310m loan backing Hellmann & Friedman’s circa £500m buyout of fund manager Gartmore, which is being sold by US financial institution Nationwide. The syndicated portion of the loan consists entirely of a £300m seven-year B loan paying 250bp over Libor. That facility has a 60/40 split between euros and dollars. An investor meeting follows in London September 5 with a New York event the next day. Syndication is almost entirely targeted at institutional investors with just a few bank buyers invited. In addition to the B loan there is an unsyndicated £10m revolver.

House of Fraser

Target nation: UK

Date announced: 24/08/06

Deal type: LBO

Acquirer: Baugur

Total value: £764m

Mandated arranger(s): Bank of Scotland and Glitnir

Financing: £584m

Bookrunners Bank of Scotland and Glitnir are preparing to launch the debt package backing Icelandic investment group Baugur’s acquisition of UK department store House of Fraser. The total £764m debt package comprises £584m debt and £180m of equity provided by the Baugur-led consortium which comprises Scottish retail entrepreneur Sir Tom Hunter together with Baugur allies Donald McCarthy, Stefan Cassar and Kevin Standford and the FL Group. Only £400m of the £584m of debt will be syndicated, £184m is being provided by ring-fenced bridging facilities for the property assets and storecard business of House of Fraser. The £400m of syndicated debt comprises a £40m six-year term loan A with a margin of 225bp over Libor, a £70m seven-year B loan at 275bp, a £70m eight-year C loan at 325bp, a £50m six-year capex facility at 250bp with a commitment fee of 125bp and a six-year £110m revolving credit facility at 225bp also with a commitment fee of 125bp. The £60m nine-year mezzanine has a margin of 1100bp – 500bp 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 £15m and £25m will be offered, although the fees have not been disclosed. The Baugur consortium bid of 148p-per-share gives the company an enterprise value of £435m. 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. Commitments are due in by the end of October.

M+W Zander

Target nation: Germany

Date announced: 10/05/06

Deal type: LBO

Acquirer: Springwater Capital

Total value: €350m

Mandated arranger: LBBW

Financing: As below

M+W Zander Holding has closed the €310m loan backing its Springwater Capital backed buyout, via mandated lead arranger LBBW. The facility is oversubscribed. Senior debt totals €280m and includes term loans of seven years paying 225bp over Libor, eight years at 275bp and nine years at 325bp. In addition there is a €150m seven-year revolving guarantee facility paying 155bp and a €15m seven-year revolver paying 225bp. There is a €30 mezzanine tranche which was not syndicated. In syndication senior lead arrangers were offered €20m tickets for 85bp or arrangers on €10m for 75bp. Meanwhile, senior lead arrangers and arrangers committing €10m and €7.5m to the guarantee facility respectively will earn 65bp and 55bp. M+W Zander offers complete solutions and services for industrial complexes,production plants, office and administrative buildings around the globe.


Target nation: UK

Date announced: 26/05/06

Deal type: LBO

Acquirer: 3i

Total value: £137m

Mandated arranger: Barclays

Financing: £92.5m

UK baby and household products company Mayborn has launched its £92.5m LBO loan, via mandated lead arranger Barclays. 3i is the sponsor. Debt comprises a £22.5m seven-year term loan A at 225bp over Libor, a £21.5m eight-year term loan B at 275bp, £21.5m nine-year term loan C at 325bp and a £10m seven-year revolver at 225bp. There is also a £17m 10-year mezzanine tranche. Banks are offered 80bp for £15m and 70bp for £12.5m.


Target nation: Italy

Date announced: 04/08/06

Deal type: MBI

Acquirer: Stirling Capital Partners

Total value: €230m

Mandated arranger: ING

Financing: €195m

Stirling Capital Partners has mandated ING to arrange the €195m debt package supporting its majority buyout of Metroweb, the owner and operator of the largest open fibre optics network in Milan. The loan includes a €145m senior element a €10m second lien piece priced at 550bp over Euribor and a €40m mezzanine facility paying 10% over Euribor. The sponsor is buying a 76.5% stake in Metroweb with vendor AEM, the Milan gas and electricity utility, holding a 23.5% stake. Syndication is expected to launch at the end of September.


Target nation: Finland

Date announced: 21/06/06

Deal type: LBO

Acquirer: Arcapita

Total value: €620

Mandated arranger: ING

Financing: €545m

Mandated lead arranger ING is out with the circa €545m loan backing Arcapita’s buyout of Paroc, the Finnish manufacturer of stone wool insulation. 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 250bp, a €142.5m nine-year term loan C, a €40m nine-and-a-half-year second lien loan paying 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. Lenders are 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. Arcapita has acquired Paroc from Bank of America Equity Partners, which bought out the group in 2003. That transaction was backed by a €164m Nordea arranged leveraged loan, which was recapitalised in 2005 with a €262.23m debt package again arranged by Nordea.


Target nation: Germany

Date announced: 23/03/06

Deal type: Secondary

Acquirer: Industri Kapital

Total value: Undisclosed

Mandated arranger: Dresdner Kleinwort

Financing: €179m

Mandated lead arranger Dresdner Kleinwort is out with a €179m debt package supporting Industri Kapital’s secondary buyout of Sportgroup, a German maker of sport recreational surfaces, from ECM. Senior debt includes a €40m seven-year term loan A at 225bp over Euribor, a €27m eight-year term loan B at 275bp over Euribor and a €27m nine-year term loan C at 325bp. There is a €30m mezzanine tranche and a €40m working capital loan and a €15m acquisition finance facility. Leverage is 5x total net debt to EBITDA and 4x senior net debt to EBITDA.

Time Partner

Target nation: Germany

Date announced: 28/07/06

Deal type: LBO

Acquirer: Investcorp

Total value: €250m

Mandated arranger: HVB

Financing: €215m

German temping agency Time Partner has launched a €215m debt backing its buyout by Investcorp from AUCTUS Management through sole bookrunner HVB. 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. Two tickets are 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.


Target nation: UK

Date announced: 22/08/06

Deal type: Secondary LBO

Acquirer (s): Dubai Investment Corp

Total value: £675m

Mandated arranger(s): Barclays and RBS

Financing: £500m

Barclays and RBS have won the mandate to arrange the circa £500m facility backing Dubai Investment Corp’s secondary buyout of Travelodge from Permira. The loan will launch this month. Travelodge operates 279 hotels in Britain, nine in Ireland and three in Spain

Worldwide Flight Services

Target nation: US

Date announced: 08/08/06

Deal type: LBO

Acquirer: LBO France

Total value: €315m

Mandated arranger (s): CIBC and ING

Financing: €200m

LBO France has mandated CIBC and ING to support its buyout out of Worldwide Flight Services from Vinci. Total debt is in the €200m region and includes senior, second lien and mezzanine elements. The target is an airport services group, which focuses on the cargo sector.

Source: IFR Loans/EVCJ