New York, May 21, 2020 -- Moody's Investors Service (Moody's) downgraded Guitar Center Inc.'s
(GCI) ratings following the company's entry into a transaction support
agreement (TSA) on May 13, 2020 with the majority of its lenders.
Moody's downgraded GCI's corporate family rating (CFR) to
Ca from Caa3, probability of default rating (PDR) to Ca-PD/LD
from Caa3-PD, secured notes rating to Caa3 from Caa2 and
unsecured notes rating to C from Ca. The "/LD" probability
of default rating designation indicates a limited default and will be
removed after 3 business days. The outlook remains negative.
Moody's views the TSA as a distressed exchange for the secured and
the unsecured notes, because it resolves the company's missed
April 15, 2020 interest payments on its notes, and represents
an economic loss relative to the original obligations. The downgrades
reflect the high likelihood of further restructuring transactions to address
the company's high leverage and upcoming maturities.
"While the transaction addresses the company's missed April
15 interest payments and alleviates liquidity stress, it does not
fundamentally change GCI's capital structure, which in Moody's view
remains untenable," said Moody's analyst Raya Sokolyanska.
The transaction contemplates that supporting parties of the $635
million 9.5% secured notes due 2021 (representing 63.36%
of the secured noteholders) will purchase $32 million of new super
priority notes due 2022, the proceeds of which will pay the April
15 secured notes interest payment. In addition, the company's
$358 million 13% (5% cash, 8% pay-in-kind)
unsecured notes due April 2022 will be exchanged into 107.75%
principal of new unsecured notes with essentially the same terms.
The unsecured notes' April 15 interest payment will be canceled.
GCI's $7 million 9.625% unsecured notes due April
2020 will be exchanged into $5 million additional secured notes.
Moody's took the following rating actions for Guitar Center Inc.:
.... Corporate family rating, downgraded
to Ca from Caa3
.... Probability of default rating,
downgraded to Ca-PD/LD from Caa3-PD
.... $635 million senior secured regular
bond/debenture due October 2021, downgraded to Caa3 (LGD3) from
Caa2 (LGD3)
.... $325 million ($358 million
outstanding amount) senior unsecured regular bond/debenture due April
2022, downgraded to C (LGD5) from Ca (LGD5)
. Outlook, remains negative
RATINGS RATIONALE
The Ca CFR reflects Moody's view that Guitar Center faces a heightened
probability of a debt restructuring as a result of its October 2021 secured
notes maturity, high leverage and expected earnings deterioration
over the next 12 months. The proposed transaction will increase
debt by up to $60 million to an estimated $1.336
billion as of March 2020. Moody's expects leverage to increase
significantly in 2020 from 7 times (Moody's-adjusted, as
of February 1, 2020, pro-forma for the transaction),
driven by steep EBITDA declines from COVID-19-related temporary
store closures and weak consumer spending. While the company's
e-commerce sales and cost reduction measures will mitigate the
initial impact of store closures, demand for musical instruments
is highly discretionary and unlikely to recover rapidly when stores reopen.
Moody's expects the company to have weak liquidity over the next 12-18
months. The rating also reflects governance risks, specifically
aggressive financial strategies associated with GCI's ownership.
In addition, as a retailer, GCI needs to make ongoing investments
in its brand and infrastructure, as well as in social and environmental
drivers including responsible sourcing, product and supply sustainability,
privacy and data protection.
GCI's enterprise value is supported by its leading market position
and very strong brand awareness within the highly fragmented specialty
retailing segment for musical instrument sales and rentals. The
company's revenue and earnings increases over the past several years
prior to the coronavirus outbreak also support the ratings.
The negative outlook reflects the elevated risk of near-term default.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded if Moody's estimates of recovery in an
event of default decline.
The ratings could be upgraded if the company addresses its capital structure
and debt maturities in a manner that leaves it with adequate liquidity.
Guitar Center Inc. (GCI) is the largest retailer of music products
in the United States based on revenues. The company operates stores
and websites under the Guitar Center and Music & Arts brands,
and the Musician's Friend website. GCI has been controlled by Ares
Partners following a distressed exchange in 2014. Revenues for
the fiscal year ended February 1, 2020 were approximately $2.3
billion.
The principal methodology used in these ratings was Retail Industry published
in May 2018 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1120379.
Alternatively, please see the Rating Methodologies page on www.moodys.com
for a copy of this methodology.
REGULATORY DISCLOSURES
For further specification of Moody's key rating assumptions and
sensitivity analysis, see the sections Methodology Assumptions and
Sensitivity to Assumptions in the disclosure form. Moody's
Rating Symbols and Definitions can be found at: https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_79004.
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and governance (ESG) risks in our credit analysis can be found at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1133569.
At least one ESG consideration was material to the credit rating action(s)
announced and described above.
The Global Scale Credit Rating on this Credit Rating Announcement was
issued by one of Moody's affiliates outside the EU and is endorsed
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am Main 60322, Germany, in accordance with Art.4 paragraph
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Raya Sokolyanska
Vice President - Senior Analyst
Corporate Finance Group
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 1 212 553 0376
Client Service: 1 212 553 1653
Margaret Taylor
Associate Managing Director
Corporate Finance Group
JOURNALISTS: 1 212 553 0376
Client Service: 1 212 553 1653
Releasing Office:
Moody's Investors Service, Inc.
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