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Published on 12/31/2012 in the Prospect News High Yield Daily.

Outlook 2013: High yield market notable deals of 2012

HCA - A trio of dividend deals in multiple tranches

Issuer:HCA Inc.
Issue:First-lien senior secured notes
Amount:$1.35 billion, upsized from $750 million
Maturity:March 15, 2022
Lift bookrunner:Goldman Sachs & Co.
Coupon:5 7/8%
Price:Par
Yield:5 7/8%
Trade date:Feb. 7, 2012
Settlement date:Feb. 16, 2012
Use of proceeds:To fund a special cash dividend of $2.00 per share and for general corporate purposes
Issuer:HCA Inc.
Issue:Senior secured notes
Amount:$1.25 billion, upsized from $1 billion
Maturity:10.5 years
Bookrunners:Bank of America Merrill Lynch, Barclays, Citigroup, Deutsche Bank, Goldman Sachs, J.P. Morgan and Wells Fargo
Coupon:4¾%
Price:Par
Yield:4¾%
Trade date:Oct. 16
Settlement date:Oct. 23
Use of proceeds:For general corporate purposes, including a dividend
Issuer:HCA Inc.
Issue:Senior unsecured notes
Amount:$1.25 billion, upsized from $1 billion
Maturity:10.5 years
Bookrunners:Bank of America Merrill Lynch, Barclays, Citigroup, Deutsche Bank, Goldman Sachs, J.P. Morgan and Wells Fargo
Coupon:5 7/8%
Price:Par
Yield:5 7/8%
Trade date:Oct. 16
Settlement date:Oct. 23
Use of proceeds:For general corporate purposes, including a dividend
Issuer:HCA Holdings Inc.
Issue:Senior notes
Amount:$1 billion
Maturity:Feb. 15, 2021
Left bookrunner:Citigroup Global Markets Inc.
Coupon:6¼%
Price:Par
Yield:6¼%
Trade date:Dec. 3
Settlement date:Dec. 6
Use of proceeds:To fund a $2-per-share special cash dividend to shareholders and options holders
• Proceeds of all three deals went in some part to pay dividends.
• Notes performed well in the aftermarket.
• "HCA aggressively re-leveraged in the face of modest growth," a portfolio manager recounted. "It was an amazing quantity of paper, and it was very well-received."
REYNOLDS GROUP
Issuers:Reynolds Group Issuer LLC, Reynolds Group Issuer Inc. and Reynolds Group Issuer (Luxembourg) SA
Issue:Senior secured notes
Amount:$3.25 billion, upsized from $1 billion
Maturity:Oct. 15, 2020
Bookrunner:Credit Suisse Securities (USA) LLC
Coupon:5¾%
Price:Par
Yield:5¾%
Trade date:Sept. 14
Settlement date:Sept. 28
Use of proceeds:To refinance debt and put cash on balance sheet
• The year's biggest high-yield sole-books tranche
• High demand, with upsizing driven by reverse inquiry
MGM RESORTS INTERNATIONAL
Issuer:MGM Resorts International
Issue:Senior notes
Amount:$1.25 billion, upsized from $1 billion
Maturity:May 15, 2021
Bookrunners:Barclays (bill and deliver), J.P. Morgan Securities LLC (joint physical bookrunner)
Coupon:6 5/8%
Price:Par
Yield:6 5/8%
Trade date:Dec. 6
Settlement date:Dec. 20
Use of proceeds:To help refinance debt
• Proceeds used to help refinance debt
• "MGM should be commended on how aggressively they went about taking what the market would give." - A senior debt capital markets banker who was not in the deal
HD SUPPLY INC.
Issuer:HD Supply Inc.
Issue:Senior secured first-priority notes
Amount:$950 million
Maturity:April 15, 2019
Bookrunners:Bank of America Merrill Lynch, Goldman Sachs, Barclays, J.P. Morgan Securities LLC, Credit Suisse, Deutsche Bank, Wells Fargo and UBS
Coupon:8 1/8%
Price:Par
Yield:8 1/8%
Trade date:April 5, 2012
Settlement date:April 12, 2012
Use of proceeds:To help refinance debt
Issuer:HD Supply Inc.
Issue:Senior secured second-priority notes
Amount:$675 million, downsized from $775 million
Maturity:April 15, 2020
Bookrunners:Goldman Sachs, Bank of America Merrill Lynch, Barclays, JPMorgan, Credit Suisse, Deutsche Bank, Wells Fargo and UBS
Coupon:11%
Price:Par
Yield:11%
Trade date:April 5, 2012
Settlement date:April 12, 2012
Use of proceeds:To help refinance debt
Issuer:HD Supply Inc.
Issue:Add-on to 8 1/8% senior secured first-priority notes
Amount:$300 million, upsized from $200 million
Maturity:April 15, 2009
Bookrunner:Bank of America Merrill Lynch, Goldman Sachs & Co., Barclays, J.P. Morgan Securities LLC, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Wells Fargo Securities LLC and UBS Securities LLC
Coupon:8 1/8%
Price:107.5
Yield to worst:6.525%
Trade date:July 30
Settlement date:Aug. 2
Use of proceeds:To help refinance debt
Issuer:HD Supply Inc.
Issue:Senior notes
Amount:$1 billion, upsized from $750 million
Maturity:July 15, 2020
Bookrunner:Bank of America Merrill Lynch, Goldman Sachs, Barclays, JPMorgan, Credit Suisse, Deutsche Bank, Wells Fargo and UBS
Coupon:11½%
Price:Par
Yield:11½%
Trade date:Oct. 9
Settlement date:Oct. 15
Use of proceeds:To refinance debt
• "These deals walked out the door." - A trader, noting that high-yield investors tend to be very receptive to HD Supply
D.R. HORTON INC.
Issuer:D.R. Horton Inc.
Issue:Senior notes
Amount:$350 million
Maturity:Sept. 15, 2022
Bookrunner:RBS Securities Inc.
Coupon:4 3/8%
Price:Par
Yield:4 3/8%
Trade date:Sept. 11
Settlement date:Sept. 14
Use of proceeds:General corporate purposes
• Considering that it was 10-year paper, it represented an impressively cheap cost of capital for the company. - An informed source
CLEARWIRE COMMUNICATIONS LLC
Issuers:Clearwire Communications LLC and Clearwire Finance, Inc.
Issue:First-priority senior secured notes
Amount:$300 million
Maturity:Dec. 1, 2016
Bookrunner:J.P. Morgan Securities LLC
Coupon:14¾%
Price:Par
Yield:14¾%
Trade date:Jan. 24, 2012
Settlement date:Jan. 27, 2012
Use of proceeds:General corporate purposes
• Notes dropped to the high 90s in June but were 139 bid on Dec. 20, having been tremendously boosted by news that Sprint will acquire Clearwire
STORK TECHNICAL SERVICES HOLDCO BV
Issuer:Stork Technical Services Holdco BV
Issue:Senior secured notes
Amount:€272.5 million
Maturity:Aug. 15, 2017
Bookrunners:Goldman Sachs International (bill and deliver), Jefferies (joint lead bookrunner)
Coupon:11%
Price:96.255
Yield:12%
Trade date:Aug. 7
Settlement date:Aug. 16
Use of proceeds:To refinance debt related to the restructuring of the company
• Difficult to find buyers willing to take the paper - A London banker
• Improved in trading, and by Dec. 19 Stork's 11% notes were 109 bid

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