High Yield Calendar: $5.98 billion deals being marketed

October 26 Week

PETSMART LLC and PETSMART FINANCE CORP. $2.35 billion notes: $1.2 billion senior secured noted due 2027 (B1/B), callable after three years at par plus 50% of coupon (special call for 10% of notes annually during non-call period) and $1.15 billion senior unsecured notes due 2028 (Caa1/CCC+), callable after three years at par plus 50% of coupon; Barclays (joint books, bill and deliver), JPMorgan, Apollo, Credit Suisse, Citigroup, Jefferies, MUFG, RBC, UBS, Wells Fargo (joint books); Rule 144A and Regulation S for life; proceeds, with $1.3 billion equity from parent, to refinance existing term loan facility, asset-based revolver, 5 7/8% notes due 2025, 8 7/8% notes due 2025 and 7 1/8% notes due 2023; Phoenix-based pet specialty retailer; investor call Monday; roadshow through Wednesday.

P&L DEVELOPMENT, LLC and PLC FINANCE CORP.: $415 million senior secured notes due 2025 (expected ratings B3/B-/B); BofA, Jefferies (joint); Rule 144A and Regulation S; callable after two years at par plus 50% of coupon; to prepay approximately $308 million under term loan, approximately $50 million of PLDA debt if the Avema Pharma Solutions combination is consummated, and approximately $36 million under ABL facility; Westbury, N.Y.-based supplier of over-the-counter drugs; investor call Monday; pricing expected Wednesday.

FINANCE OF AMERICA FUNDING LLC: $350 million five-year senior notes; Morgan Stanley (left lead, bill and deliver), Wells Fargo, BLKSTN, Goldman Sachs, Nomura, Raymond James, Barclays (joint books); Rule 144A and Regulation S for life; callable after two years at par plus 50% of coupon; approximately $300 million proceeds to fund a distribution, balance to remain on balance sheet as additional source of liquidity for growth and general corporate purposes; pricing expected Thursday.

ACADEMY LTD.: $400 million seven-year senior secured notes; Credit Suisse (left lead books), KKR, JPMorgan, BofA, Capital One, Wells Fargo, US Bancorp, RF (joint books); Rule 144A and Regulation S; callable after three years at par plus 50% of coupon; proceeds, along with refinancing term loans and cash on hand, to repay 2022 term loans; Katy, Tex., sporting goods and outdoor recreation retailer; investor call Monday; pricing later in Oct. 26 week.

UNITED SHORE FINANCIAL SERVICES, LLC: $800 million five-year senior notes; UBS (joint books, bill and deliver), JPMorgan, Goldman Sachs (joint books); Rule 144A and Regulation S for life; callable after two years at par plus 50% of coupon; for general corporate purposes; Pontiac, Mich., residential and wholesale mortgage lender; investor call Monday; pricing later in Oct. 26 week.

FRANCHISE GROUP INC.: $650 million five-year senior secured notes; Morgan Stanley (left lead books, bill and deliver), JPMorgan, Wells Fargo, Citizens (joint books), Riley (co); Rule 144A and Regulation S for life; callable after two years at par plus 50% of coupon; to refinance debt; Virginia Beach, Va.-based multi-brand operator of franchised and franchisable businesses; roadshow Tuesday-Thursday; investor call 10 a.m. ET on Tuesday; pricing expected Friday.

SMYRNA READY MIX CONCRETE, LLC: $515 million eight-year senior secured notes; JPMorgan; non-callable for three years; to fund several pending acquisitions; Nashville-based manufacturer and retailer of ready-mixed concrete; pricing expected Friday.

MULTI-COLOR CORP. via LABL INTERMEDIATE HOLDING CORP.: $500 million five-year senior PIK toggle notes; BofA, Deutsche Bank, Guggenheim, BMO, Barclays, Credit Suisse, Morgan Stanley; Rule 144A and Regulation S; callable after one year at par plus 50% of coupon (after the non-call period, in connection with (but not prior to) an initial public offering or company sale, the notes may be redeemed at 50% of the applicable redemption premium); to fund a dividend; Batavia, Ohio-based label producer; initial guidance low 12% area cash coupon, 75 bps increase for PIK.

Pending Deals

TOTAL PLAY TELECOMMUNICACIONES, SA de CV: Possible inaugural dollar-denominated Rule 144A and Regulation S unsecured notes offering (expected ratings B2//BB-), pending market conditions, high-yield accounts expected to be involved; Jefferies (joint global coordinator, lead joint bookrunner, bill and deliver), Barclays, Credit Suisse (joint global coordinators, lead joint bookrunners); Mexico City-based telecom; pre-marketing began Oct. 22.

SIZZLING PLATTER, LLC and SIZZLING PLATTER ISSUER CORP.: $325 million five-year senior secured notes (B3//B-); UBS (joint books, bill and deliver), Mizuho (joint books); Rule 144A and Regulation S for life; callable after two years at par plus 50% of coupon; to refinance debt; Murray, Utah-based parent company of restaurant chains; price talk 7¾% to 8% (initial talk 7¾% area).

On The Horizon

ADTALEM: $1.65 billion first-lien term loan/senior secured notes; Morgan Stanley; also $400 million revolver; to help fund its acquisition of Walden University from Laureate Education Inc., expected to close first quarter of fiscal year 2022; Adtalem is a Chicago-based workforce solutions provider. Walden University is an online health care education provider.

CINCINNATI BELL INC.: $493 million senior bridge loans, commitment from Goldman Sachs; also $1.6 billion credit facilities via Goldman Sachs, Regions, SG; to help fund acquisition of Cincinnati Bell by Macquarie Infrastructure Partners in transaction valued at $2.9 billion, expected to close first half of 2021; Cincinnati-based provider of integrated communications solutions; details from March 19 PRER14A filed with SEC.

ELANCO ANIMAL HEALTH INC.: $2.75 billion bridge loans and $3.75 billion credit facilities, debt commitment from Goldman Sachs; to help fund its acquisition of Bayer AG’s animal health business, targeted to close in mid-2020; Greenfield, Ind.-based animal health company; disclosed in 8-K document filed Aug. 20 with SEC.

EMPIRE RESORTS INC.: $475 million senior secured notes (B+/B+); BNP Paribas (joint books, bill and deliver), Citigroup, DBS Bank; Rule 144A and Regulation S; non-callable for two years; to enhance liquidity; Monticello, N.Y.-based gaming, lodging and entertainment company indirectly owned by Malaysia-based Kien Huat Realty III Ltd. (51%) and Genting Malaysia Bhd. (49%).

NRG ENERGY INC.: $2.361 billion secured and unsecured notes to help fund its acquisition of Direct Energy from Centrica plc for $3.625 billion in an all-cash transaction expected to close by the end of 2020; Citi and Credit Suisse are financial advisors to NRG, a power producer with headquarters in Princeton, N.J., and Houston; bonds expected to come to market prior to closing.

PROVIDENCE SERVICE CORP.: $600 million 364-day senior unsecured bridge term loan at Libor plus 525 bps, 1% Libor floor, rate increases by 50 bps every three months up to specified cap, to be replaced with high yield debt possibly including senior notes, revolver, term loans, bridge loans or any combination; also $30 million five-year revolver; debt commitment from Jefferies and Deutsche Bank; to help fund acquisition of Simplura Health Group; Providence is an Atlanta-based manager of non-emergency medical transportation programs disclosed in Sept. 29 8-K.

VIRTUSA CORP.: $300 million unsecured notes; also $725 million of senior secured credit facilities; BofA, Barclays, Goldman Sachs, Deutsche Bank, HSBC and Nomura provided the debt commitment; to help fund acquisition of the company by Baring Private Equity Asia in a transaction valued at approximately $2 billion, expected to close during first half of 2021; Southborough, Mass.-based provider of digital strategy, digital engineering, and IT services; disclosed in Oct. 7 PREM14A filed with the SEC.

Roadshows

Started Oct. 26: P&L DEVELOPMENT $415 million; BofA, Jefferies

Started Oct. 26: UNITED SHORE FINANCIAL SERVICES $800 million; UBS

Started Oct. 26: ACADEMY LTD. $400 million; Credit Suisse

Started Oct. 26: FINANCE OF AMERICA FUNDING $350 million; Morgan Stanley

Oct. 26-28: PETSMART $2.35 billion; Barclays

Oct. 27-29: FRANCHISE GROUP $650 million; Morgan Stanley

Pricing expected Oct. 30: SMYRNA READY MIX CONCRETE $515 million; JPMorgan

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