Approximately $480 million of rated debt affected.
New York, March 25, 2014 -- Moody's Investor Service confirmed Twin River Management Group,
Inc.'s ("Twin River") B1 Corporate Family Rating and raised
the company's Probability of Default Rating to B1-PD from B2-PD.
Moody's also assigned a B1 rating to Twin River's proposed $40
million, 5-year revolver and $480 million 7-year
term loan B. The proposed bank facilities will be used to finance
the $250 million acquisition of HRB, refinance the existing
term loan B, and pay fees and expenses. The rating outlook
is stable.
This rating action concludes Moody's review for downgrade that commenced
on December 17, 2013. Moody's will withdraw the ratings
on Twin River's existing revolver and term loan when the new transaction
closes. The ratings are subject to receipt and review of final
terms and conditions.
Rating confirmed:
Corporate Family Rating, at B1
Rating upgraded:
Probability of Default Rating, to B1-PD from B2-PD
Ratings assigned:
$480 million 7-year senior secured term loan B, at
B1 (LGD 4, 50%)
$40 million 5-year senior secured revolver, at B1
(LGD 4, 50%)
Ratings confirmed and to be withdrawn upon transaction closing:
$260 million senior secured term loan due 2018, at B1 (LGD
3, 35%)
$25 million senior secured revolver expiring 2018, at B1
(LGD 3, 35%)
RATINGS RATIONALE
The confirmation of Twin River's B1 Corporate Family Rating reflects the
company's increased geographic diversification once it completes its pending
acquisition of the Hard Rock Biloxi Hotel & Casino ("HRB") in Biloxi,
MS. Moody's estimates that HRB will contribute approximately
22% of 2014 pro-forma consolidated EBITDA. Twin River
currently owns the Twin River casino near Providence, RI.
The addition of the HRB will provide Twin River with another source of
earnings to help offset the expected material negative impact on EBITDA
from new casinos opening within a 50 mile radius of Twin River.
A new slot facility is expected to open in nearby Plainridge, MA
by the end of 2015, a full size casino resort is expected to open
in the Boston area by early 2017, and another full size casino may
open in Tauton, MA by 2018.
The B1 Corporate Family Rating also considers the reasonableness of the
acquisition price multiple (estimated at around 7.0 times) relative
to recent regional transactions, the well recognized Hard Rock brand,
and Moody's expectation that Twin River can reduce pro-forma
leverage from 3.8 times to around 3.0 times by 2015 assuming
modest growth in EBITDA and use of free cash flow to reduce debt.
Twin River's Probability of Default Rating was raised to B1-PD,
reflecting the utilization of a lower family recovery rate of 50%
(previously 65%). The lower average family recovery rate
reflects the change in Twin River bank facilities to a covenant lite structure
which in Moody's view does not give lenders the same ability to take prompt
action if Twin Rivers credit profile deteriorates, thereby lowering
the potential average recovery values. The B1 assigned to the proposed
bank facilities reflects this covenant lite structure. The proposed
bank facilities will have only one financial covenant (debt/EBITDA) that
will be tested only if revolver outstandings exceed 20% of the
$40 million commitment. The facility will be secured by
all assets (excluding Colorado) and guaranteed by Twin River's parent
("Twin River Worldwide Holdings, Inc.") and operating subsidiaries
that own the Twin River casino, and the HRB.
The stable rating outlook reflects Moody's expectation that Twin River's
EBITDA in 2014 will increase due to the implementation of table games
in mid-2013 and the opening of a new hotel tower (154 rooms) at
HRB in February 2014 and that the company will reduce debt/EBITDA to between
3.0x to 3.5x. The stable outlook also considers that
Twin River has good liquidity. Cash flow from operations is projected
to exceed capital spending needs and the credit agreement is expected
to include an 50% excess cash flow sweep. The company's
$40 million revolver is not expected to be drawn.
Rating upside is limited at this time given Twin River's small scale
and competition from legalized gaming in Massachusetts. However,
ratings could be upgraded over the longer-term if Twin River can
maintain debt/EBITDA below 3.5x while absorbing the expected decline
in earnings caused by new supply. Ratings could be lowered if debt/EBITDA
rises and is sustained above 5.0x or if monthly gaming revenue
trends in Rhode Island or Mississippi deteriorate materially in advance
of legalized gaming in Massachusetts.
The principal methodology used in this rating was the Global Gaming published
in December 2009. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S.,
Canada and EMEA published in June 2009. Please see the Credit Policy
page on www.moodys.com for a copy of these methodologies.
Twin River Management Group, Inc.'s owns and operates the
Twin River casino located near Providence, Rhode Island.
The Twin River casino operates approximately 4,500 video lottery
terminals (VLTs) on behalf of the State of Rhode Island. Twin River
is entitled to a 27.8% share of the VLT income. In
addition, Twin River began operations of 66 table games in June
2013 that was increased to 80 in late November. Estimated 2013
annual gross revenues are around $202 million. The company
is private and does not disclose public financials.
The Hard Rock Hotel & Casino in Biloxi, Mississippi, is
a subsidiary of Leucadia National Corp. The property consists of
53,800 square feet of gaming space, a hotel tower with 325
rooms, five restaurants and a new hotel tower opened in February
2014 with 154 rooms. Estimated 2013 annual gross revenues are around
$140 million.
REGULATORY DISCLOSURES
For ratings issued on a program, series or category/class of debt,
this announcement provides certain regulatory disclosures in relation
to each rating of a subsequently issued bond or note of the same series
or category/class of debt or pursuant to a program for which the ratings
are derived exclusively from existing ratings in accordance with Moody's
rating practices. For ratings issued on a support provider,
this announcement provides certain regulatory disclosures in relation
to the rating action on the support provider and in relation to each particular
rating action for securities that derive their credit ratings from the
support provider's credit rating. For provisional ratings,
this announcement provides certain regulatory disclosures in relation
to the provisional rating assigned, and in relation to a definitive
rating that may be assigned subsequent to the final issuance of the debt,
in each case where the transaction structure and terms have not changed
prior to the assignment of the definitive rating in a manner that would
have affected the rating. For further information please see the
ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.
For any affected securities or rated entities receiving direct credit
support from the primary entity(ies) of this rating action, and
whose ratings may change as a result of this rating action, the
associated regulatory disclosures will be those of the guarantor entity.
Exceptions to this approach exist for the following disclosures,
if applicable to jurisdiction: Ancillary Services, Disclosure
to rated entity, Disclosure from rated entity.
Regulatory disclosures contained in this press release apply to the credit
rating and, if applicable, the related rating outlook or rating
review.
Please see www.moodys.com for any updates on changes to
the lead rating analyst and to the Moody's legal entity that has issued
the rating.
Please see the ratings tab on the issuer/entity page on www.moodys.com
for additional regulatory disclosures for each credit rating.
Peggy Holloway
VP - Senior Credit Officer
Corporate Finance Group
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Janice Ann Hofferber
Associate Managing Director
Corporate Finance Group
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Releasing Office:
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Moody's confirms Twin River's B1 Corporate Family Rating; outlook is stable