Transactions – Page 35 – Moelis & Company

Affinity Group, Inc.’s first lien senior secured financing

Date Announced:
02/28/2010

client:
Affinity Group, Inc.

Status:
Closed – 03/2010

Value:
$166 million

YRC Worldwide, Inc.’s private placement of senior unsecured convertible notes

Date Announced:
02/22/2010

client:
YRC Worldwide, Inc.

Status:
Closed – 02/2010

Value:
$70 million

The Reader’s Digest Association, Inc.’s floating rate senior secured notes offering

Date Announced:
02/09/2010

client:
Steering Committee of Secured Lenders of The Reader’s Digest Association, Inc.

Status:
Closed – 02/2010

Value:
$525 million

Beazer Homes USA, Inc.’s common stock and mandatory convertible notes offering

Date Announced:
01/05/2010

client:
Beazer Homes USA, Inc.

Status:
Closed – 01/2010

Value:
$103 million Common Stock, $58 million Mandatory Convertible Notes

YRC Worldwide, Inc.’s exchange offer

Date Announced:
12/30/2009

client:
YRC Worldwide, Inc.

Status:
Closed – 12/2009

Value:
$470 million Read the case study

Trusted advisor to YRC Worldwide Inc.

On December 31, 2009, YRC Worldwide Inc. (“YRC,” Nasdaq: YRCW) completed a $470 million debt-for-equity exchange offer, which resulted in a significantly improved liquidity profile. On February 23, 2010, Moelis & Company executed a private placement of $70 million of 6% Convertible Senior Notes. Proceeds from the issuance were used to satisfy the remaining amounts outstanding on the company’s 8 1/2% Guaranteed Notes due April 15, 2010, with excess proceeds available to be used for general working capital purposes. The two transactions were part of a broad restructuring effort which also included ABS facility, credit facility and union agreement amendments and provided YRC with runway to execute its business plan. Moelis & Company acted as financial advisor, joint lead dealer manager and joint lead placement agent on the transactions and continues to serve as financial advisor on YRC’s broader restructuring efforts.

Clear Channel Outdoor, Inc.’s notes offering

Date Announced:
12/17/2009

client:
Clear Channel Outdoor, Inc.

Status:
Closed – 12/2009

Value:
$2.5 billion

ING Industrial Fund’s equity capital raising and capital management initiatives

Date Announced:
10/26/2009

client:
ING Industrial Fund

Status:
Closed – 11/2009

Value:
A$700 million Read the case study

Financial advisor to ING Industrial Fund on its A$700 million equity capital raise and capital management initiatives

On November 27, 2009 ING Industrial Fund (ASX:IIF), an externally managed ASX listed real estate investment trust that develops, owns and manages a diversified portfolio of over 60 industrial properties and business parks, completed an A$700 million equity capital raise to pay down debt and restructure its balance sheet as the second stage of its capital management initiatives. The equity raise was comprised of a one for one A$544 million accelerated non-renounceable entitlement offer and an A$156 million institutional placement. The transaction reduced pro forma balance sheet gearing to 33.5% from 53.9% and provided a calendar year 2010 earnings yield of 8.7% on the offer price. Moelis & Company acted as financial advisor to ING Industrial Fund.

Builders FirstSource, Inc.’s common stock rights offering and exchange offer

Date Announced:
10/22/2009

client:
Special Committee of Builders FirstSource, Inc.

Status:
Closed – 10/2009

Value:
$205 million Rights Offering, $275 million Exchange Offer

William Lyon Homes, Inc.’s senior secured term loan and senior notes repurchase

Date Announced:
10/19/2009

client:
William Lyon Homes, Inc.

Status:
Closed – 10/2009

Value:
$206 million Senior Secured Term Loan; $73 million Senior Notes Repurchase

Sinclair Broadcasting Group, Inc’s cash tender offer

Date Announced:
10/07/2009

client:
Ad Hoc Committee of Bondholders of Sinclair Broadcasting Group, Inc

Status:
Closed – 11/2009

Value:
$373 million

Quality Distribution, Inc.’s exchange offer

Date Announced:
10/05/2009

client:
Quality Distribution, Inc.

Status:
Closed – 10/2009

Value:
$135 million Senior Notes; $81 million Sub Notes and Warrants

Tenet HealthSystem Medical, Inc.’s mandatory convertible preferred stock offering

Date Announced:
09/20/2009

client:
Tenet HealthSystem Medical, Inc.

Status:
Closed – 09/2009

Value:
$300 million

Sonic Automotive, Inc.’s convertible senior notes and follow-on equity offering

Date Announced:
09/16/2009

client:
Sonic Automotive, Inc.

Status:
Closed – 09/2009

Value:
$150 million Convertible Senior Notes, $91 million Follow-on Equity Offering

Hudson’s Bay Company’s term loan facility

Date Announced:
09/10/2009

client:
Hudson’s Bay Company

Status:
Closed – 09/2009

Value:
$80 million

Beazer Homes USA, Inc.’s senior notes offering

Date Announced:
09/02/2009

client:
Beazer Homes USA, Inc.

Status:
Closed – 09/2009

Value:
$250 million Read the case study

Trusted advisor to Beazer Homes USA

Moelis & Company has served as financial advisor to Beazer Homes USA, Inc. (“Beazer,” NYSE: BZH), one of the country’s 10 largest single-family homebuilders, in its recapitalization efforts since April 2009, which has resulted in enhanced financial flexibility and allowed the company to continue to pursue growth opportunities.

On September 3, 2009, Beazer announced the pricing of $250 million of new 12.0% senior secured notes due 2017. The B1/CCC+ notes were issued at a price of 89.5% of par to yield 14.215%. Net proceeds from the offering were used to fund or replenish cash that had been used to fund open-market repurchases of Beazer’s outstanding senior notes, totaling over $370 million in principal amount. This transaction was a key step in providing cushion to the company’s tangible net worth covenant and extending its pending debt maturities.

On January 6, 2010, Beazer executed a concurrent $103 million common stock and $58 million mandatory convertible note offering. The anticipated two-day marketing process was shortened to a single day, and the common stock offering was upsized from 18.0 million to 19.5 million shares due to strong investor demand.

On May 3, 2010, Beazer executed a concurrent offering of $73 million common stock, $75 million tangible equity units and $300 million senior unsecured notes. Beazer raised approximately 36% of its pre-launch market value, half in the form of common equity and half in the form of tangible equity units. During the one-day marketing process, while the Dow and the S&P 500 declined 2.0% and 2.4%, respectively, and the homebuilding index decreased 3.4%, the equity offering successfully priced at a 15.6% discount to the prior-day market close and the senior notes priced in the middle of the expected range.

On July 10, 2012, Beazer priced concurrent offerings for $64 million of common stock and $100 million of tangible equity units. Beazer raised approximately 47% of its pre-launch market value, and the new equity provided substantial liquidity to further capitalize on the housing recovery. Moelis & Company acted as co-manager on the above transactions.”