Nashville-based Asurion, which provides insurance for wireless and handset devices, boosted the size of a credit facility backing a recapitalization twice last week,Ā Thomson Reuters Loan Pricing Corp.Ā said.Ā The first time it upsized the loan to $3.165 billion from $1.15 billion. The second time Asurion increased the size to $3.175 billion, LPC said.
The debt will fund a minority equity buyout of one or more of Asurionās PE sponsors,Ā Standard & Poorās said in a July 22 note. The company also plans to use the proceeds to partly refinance debt, as well asĀ toĀ pay for transaction-related fees and expenses, LPC said.
Itās unclear which of AsurionāsĀ shareholdersĀ is selling. Five private equity firmsāMadison Dearborn Partners LLC,Ā Providence Equity Partners LLC,Ā Welsh, Carson, Anderson & Stowe,Berkshire PartnersĀ and theĀ Canadian Pension Plan Investment Boardāown a majority of Asurion. The sponsor (or sponsors) that is selling acquired itsĀ original investment in 2007 and then made another investment in 2012, S&P said. That would appear to make Madison Dearborn, Providence Equity and Welsh Carson the most likely candidates.
Madison Dearborn, Providence Equity and Welsh Carson acquired Asurion in July 2007 for $4.1 billion. Berkshire Partners effectively invested in Asurion in 2006 and then again in 2012,Ā according to a Berkshire 2012 year-end summary. (Berkshire, along withĀ Freeman Spogli & Co.,Ā acquired N.E.W. Customer Service Companies Inc. in 2006. N.E.W. in 2008Ā then mergedĀ withĀ Asurion.)
Asurion is expected to redistribute equity from the selling shareholdersĀ to new and existing investors. Leverage following the deal wouldĀ increase to 6.5x from 5.7x for the 12 months ended March 31, S&P said.
Moodyās Investors Service downgraded Asurionās family rating to B2 from B1 based on the companyās plans to increase debt to fund the minority equity buyout as part of a recap.Ā B2 is more speculative than B1, while B3 is the most speculative, Moodyās said.
āThe downgrade of Asurionās corporate family rating reflects the groupās persistent high financial leverage and sizable payments to equity holders,ā saidĀ Bruce Ballentine, Moodyās lead analyst for Asurion,Ā in a July 21 statement.
Ballentine referred to Asurionās habit of issuing hefty distributions. In February 2014, the companypaid out a $1.7 billion dividendĀ to its shareholders, Moodyās said. Asurion in 2012 issued another $1 billion dividend to its owners,Ā press reports said.Ā
Two sponsors raising money
Both Madison Dearborn and Welsh Carson are in fundraising mode, making it an ideal time to return money to investors.
Madison DearbornĀ is seekingĀ $3.75 billion for its seventh fund. MDPĀ used its fifth fund, which has been criticized for taking part in large buyouts transactions during the buyout boom, to invest in Asurion in 2007.
Welsh Carson has been raisingĀ its twelfth pool,Ā which is seeking $3 billion.Ā Providence Equity, meanwhile, closed its seventh flagship fund at $5 billion in 2013.
Asurion did not return calls or messages for comment. Providence, Welsh Carson, CPPIB and Berkshire also could not be reached for comment.Ā Executives for Madison Dearborn declined comment.