SeaWorld amending credit facility to permit dividends after stock IPO

By Sara Rosenberg

New York, April 9 - SeaWorld Entertainment Inc. entered into an agreement to amend its senior secured credit facility, allowing for the payment of distributions and dividends following an initial public offering of common stock, according to an S-1/A filed with the Securities and Exchange Commission on Tuesday.

Also, the amendment provides for a new $192.5 million five-year revolver to replace the existing $172.5 million revolver due Feb. 17, 2016.

The new revolver has a springing maturity of 91 days prior to term loan A maturity if more than $50 million of the A loan is outstanding, 91 days prior to the term loan B maturity if more than $150 million of the B loan is outstanding and 91 days prior to the maturity of any senior notes if more than $50 million of notes are outstanding.

In addition, the amendment increases the total leverage ratios at which the percentage of excess cash flow sweep decreases, refreshes the $175 million general investment basket, increases the amount of annual capital expenditures to $185 million per year from $165 million, and refreshes the $25 million one year pull forward amount of capital expenditures for the fiscal year ended Dec. 31, 2013.

The amendment will become effective when the company completes its common stock IPO as long as that occurs by July 31. The amendment agreement was entered into on April 5.

SeaWorld is planning on selling 10 million shares in its IPO and is projecting that about $231.3 million will be raised. Another 10 million of shares will be sold by certain stockholders, and the company will not receive any of those proceeds.

Funds raised through the IPO will be used to redeem $140 million of senior notes, to repay about $22.8 million of term loan B debt and for general corporate purposes.

SeaWorld is an Orlando-based theme park and entertainment company.

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