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Published on 4/10/2014 in the Prospect News High Yield Daily.

Atrium tweaks structure, talks $300 million notes with 8% area yield

By Paul A. Harris

Portland, Ore., April 10 - Atrium Windows and Doors, Inc. modified the structure of its $300 million offering of five-year senior secured notes (Caa1/B-), made covenant changes and set price talk on Thursday, according to a market source.

The deal is talked to price at an original issue discount of approximately 1 point and a yield in the 8% area.

The call protection was increased to 2.5 years from two years. The first call premium was increased to par plus 75% of the coupon from par plus 50% of the coupon. A special call provision that would have allowed the issuer to redeem 10% of the notes annually at 103 during the non-call period was removed.

Covenant changes include a revision of the restricted payments basket threshold to the greater of $15 million or 5% of total assets at launch, from $25 million or 5% of total assets.

The secured leverage ratio of liens limitation for pari passu liens was revised to 5 times from 5.75 times.

The general debt carve-out was reduced to the greater of $15 million or 5% of total assets, from $30 million or 6% of total assets.

The reinvestment period for asset sales proceeds was decreased to 365 days from 450 days at launch.

Books close at 11 a.m. ET Friday, and the deal is set to price after that.

Physical bookrunners for the Rule 144A and Regulation S for life notes offer are Barclays and Deutsche Bank Securities Inc.

Deutsche Bank will bill and deliver.

The notes are secured on a second-priority basis by the ABL collateral and on a first priority basis by substantially all of the other tangible and intangible assets of the issuer and guarantors.

The Dallas-based residential window and door manufacturer plans to use the proceeds to refinance debt.


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