Macquarie subsidiary to repay existing loans using $900 million facility

By Jennifer Chiou

New York, Sept. 27 - Macquarie Infrastructure Co. LLC's wholly owned subsidiary Atlantic Aviation FBO, Inc. entered into a $900 million term loan facility, plus a $30 million capital expenditure facility and a $20 million revolving facility, according to an 8-K filing with the Securities and Exchange Commission.

Depfa Bank plc was the administrative agent, mandated lead arranger, book runner and issuing bank.

From years one through five, the facility will bear interest at Libor plus 150 basis points, stepping up to Libor plus 162.5 bps during years six and seven.

There is a 40 bps commitment fee on the undrawn portion.

The company said it expects to draw down about $905 million on the new facilities in October.

The New York-based owner and operator of infrastructure businesses said it plans to use proceeds from the term loan to repay its existing $512.5 million term loan facility, repay Mercury Air Centers Inc.'s $192 million term loan facility and repay SJJC Aviation Services, LLC's $80 term loan facility.

Atlantic Aviation will also:

• Make a deposit into the debt service reserve required under the new term loan;

• Make a one-off distribution to Macquarie, principally to repay a portion of the equity funding of the Mercury and SJJC acquisitions; and

• Pay for costs and expenses linked to the facility.

Macquarie said it expects to acquire the remaining 11% equity in Mercury in early October, prior to closing on the Atlantic facility, for an estimated total purchase price of $29 million, which will be funded through its revolver.

As a result, the distribution to Macquarie will repay in full expected borrowings of about $89 million, which also includes $60 million drawn for equity funding of the SJJC acquisition, under the company's revolving acquisition facility.

Atlantic noted that it expects to use $5.2 million of initial proceeds from the capital expenditure term loan to repay existing capital expenditure loans under the SJJC and Mercury capital expenditure facilities.

On Sept. 21, Macquarie District Energy, Inc., another wholly owned subsidiary of Macquarie Infrastructure, entered into a loan agreement with Dresdner Bank AG New York Branch, as administrative agent, and LaSalle Bank NA, as issuing bank, to provide $150 million of term loan financing, plus a $20 million capital expenditure term facility and an $18.5 million revolving facility.

On Sept. 26, Macquarie District drew down $150 million of the term loan at the Libor rate of 5.13% to repay its outstanding senior notes and revolver. The company also used $7.1 million of the revolving credit facility to issue existing letters of credit.

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