Travelport this morning was downgraded to SD, from CC, to reflect closing on a distressed-debt swap. Likewise, the Travelport Holdings tranche A and tranche B pay-in-kind debt were chopped to D, from C, with the recovery rating still at 6, indicating expectation for negligible recovery (0-10%), according to S&P.
The two tranches are technically notes, and thus not counted in the S&P/LSTA Leveraged Loan Index. As such, there is no default tripped with the downgrade, and so the default rate by principal amount stands at a 28-month high of 2.21%, versus 1.4% in February and 1.27% at year-end. By number of loans, the default rate is at a 25-month high of 1.83%, versus 1.52% in February and 1.36% at year-end, according to LCD, a division of S&P Capital IQ.
“We understand that the group has exchanged its holdco PIK notes for senior subordinated notes and equity; extended the tenor of its senior unsecured notes due 2014 to 2016; issued new secured loans of about $860 million; and exchanged its second-lien notes for new second-lien loans. According to our criteria, we view the exchange of the PIK notes as distressed and tantamount to a default,” according to S&P credit analyst Menique Smit in today’s report, which is available to subscribers at the S&P Capital IQ Global Credit Portal.
As reported in late March, Blackstone-controlled Travelport detailed requisite participation to a long-rumored capital refinancing and restructuring plan that includes extending buyout-related bonds due next year to mature in 2016, issuing new secured loans, and exchanging second-lien notes for new second-lien loans. After extending a previous deadline by three days, the company drummed up additional participation by 2014 unsecured noteholders and passed the minimum threshold, according to company filings.
As of the deadline, participation by the holders of the three tranches of 2014 senior notes – the 9.875% senior dollar-denominated notes due 2014, L+462.5 senior dollar-denominated notes due 2014, and E+462.5 senior euro-denominated notes due 2014 – rose to 96.2% in aggregate, from 88.7% at the prior deadline and from 37.9% at launch on March 12, according to a company statement. The threshold was 95% participation, filings show.
Other parts of the deal met requisite participation: the exchange offers on the 9% senior notes due 2016; the consent solicitation on the 10.875% euro- and 11.875% dollar-denominated subordinated notes due 2016; and the exchange and cancellation offers with respect to the Travelport Holdings Limited tranche A and tranche B PIK debt, the filing shows.
The variety of secured, unsecured, and subordinated debt remains rated C by S&P, with respective recovery ratings of 1, 5, and 6.
As of the deadline, participation swelled across most of the transaction:
2014 senior notes: 96.2% participation, from 37.9% at launch.
2016 senior notes: 99.9% participation, from 64% at launch.
2016 second-lien loans: 99.9% participation, from 33.6% at launch.
2016 subordinated notes: 95.8% participation, from 14.8% at launch.
PIK tranche A and B loans: 100% participation, from 59.5% at launch.
Under terms of the deal, bondholders exchanged into a combination of cash and 13.875% senior notes due 2016 or L+862.5 senior notes due 2016. Details of the multi-tiered transaction, which also addresses loans and offers a consent payment to subordinated noteholders, are available to subscribers online at LCD News: “Travelport unveils multi-tiered refinancing and restructuring plans.”
Recall that the issuer within hours of launching the deal corrected the amount of participation at launch, detailing lower-than-initially-reported investor participation. See LCD News: “Update: Travelport debt jumps after co. unveils debt reorg plan.” (both dated March 12, 2013). – Staff reports