Toys 'R' Us Gains Approval to Extend Debt Maturity
June 14 2016 - 4:30PM
Dow Jones News
Toys "R" Us Inc. is getting some needed relief on much of its
$850 million debt load coming due in the next two years,
alleviating investor concerns about the company's ability to meet
its next deadlines for repaying debt.
Under a refinancing agreement announced Tuesday, holders of
bonds maturing in 2017 and 2018 will swap their holdings for new
debt that will mature in 2021 and be secured by a newly formed
entity.
Holders of just over half of $850 million in bonds due in 2017
and 2018, including mutual-fund manager Loomis, Sayles & Co.
and hedge-fund firms such as Brigade Capital Management LP, agreed
to support the transaction, according to a regulatory filing.
The company began restructuring talks with those creditors
earlier this year and all of the creditors party to those talks
have agreed to the new terms, according to people familiar with the
matter, suggesting that the level of participation could grow
further. The company is seeking to swap up to 89% of those current
bonds for those with the longer maturity.
The private-equity-backed retailer has been grappling with a
hefty debt load it took on when the company was taken private in a
2005 leveraged buyout by Bain Capital LLC, KKR & Co. and
Vornado Realty Trust. That deal left the retailer with roughly $5.4
billion in debt. The company has been trying to get the deal done
at a time when the refinancing market is weak.
Chief Executive David Brandon said the refinancing will free up
the company to focus on improving its store operations and
developing its online business, where it is in the midst of
bringing the operations in house. The toy retailer is focusing on
trying to shore up its in stock levels and is testing using parts
of its stores for events, like birthday parties.
"We can become operators again full time," Mr. Brandon said in
an interview, after spending a lot of time working on the
refinancing.
Toys "R" Us's debt rallied on the announcement. Its bonds
bearing 10.375% due next year, set to be refinanced in the deal,
rose 7 points to par, according to MarketAxess. Those bonds traded
as low as 70 cents on the dollar in mid-December.
Alongside the restructuring announcement, the company announced
a 13% increase to $79 million in adjusted earnings before interest,
taxes, depreciation and amortization for the quarter ending April
30 compared with the same period last year.
Sales at existing stores also improved in the period, rising
0.9%, during a time of choppy retail results as retailers continued
to struggle with changing consumer shopping habits. "Within the
context of the world around us, we felt pretty good that we were
able to come in at slightly above flat," Mr. Brandon said.
Improving operations will help put the company in better shape
for an eventual initial public offering and allow longtime backers
a path to exit. "It put us in a position where IPOs are a viable
option to consider," Mr. Brandon said. He declined to comment on a
timeline for such an event.
Toys "R" Us had hoped to complete a deal to addresses these
maturities by the end of April. But the deadline slipped as the
bondholders proposed that the company mortgage its lucrative
European operations.
As part of the agreement announced Tuesday, Toys "R" Us will
form a new subsidiary, holding the equity of its European, Japanese
and Australian operations and will capitalize that company with
$100 million in cash.
The bond exchange will swap 2017 bonds, dollar-for-dollar, for
new 12% bonds maturing in 2021 that are secured by the newly formed
subsidiary and other European assets. The company is also willing
to spend up to $150 million to allow 2017 bondholders an option of
cash and new bonds. The holders of 2018 bonds can exchange their
bond debt for these new bonds at 90 cents on the dollar.
Toys "R" Us is capping the exchange at $525 million in newly
issued bonds. A third party has also agreed to purchase an
additional $50 million of the bonds to help capitalize the new
subsidiary.
Bain and KKR have spent more than a decade trying to resuscitate
Toys "R" Us, which once was lauded as a "category killer" but has
since struggled with an onslaught of competition from online
sellers and big-box discounters.
In 2014, Toys "R" Us hired Michael Short, who helped lead
AutoNation Inc.'s turnaround after the financial crisis, to serve
as its chief financial officer. It also tapped Chetan Bhandari, a
former leveraged-finance banker at Goldman Sachs Group Inc. and
former restructuring adviser at boutique bank GLC Advisors &
Co., to be its treasurer.
Write to Stephanie Gleason at stephanie.gleason@wsj.com and Paul
Ziobro at Paul.Ziobro@wsj.com
(END) Dow Jones Newswires
June 14, 2016 16:15 ET (20:15 GMT)
Copyright (c) 2016 Dow Jones & Company, Inc.
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