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Recovery Report: Cannery Casino Resorts' $860M Secured Financing

Publication Date:    Apr 11, 2007 12:40 EST

Recovery Report: Cannery Casino Resorts' $860M Secured Financing
Primary Credit Analyst:
Guido DeAscanis III, CFA, New York (1) 212-438-3835;
guido_deascanis@standardandpoors.com
Secondary Credit Analyst:
Michael Scerbo, New York (1) 212-438-7858;
michael_scerbo@standardandpoors.com
Publication date: 11-Apr-07, 12:40:49 EST
Reprinted from RatingsDirect


On April 11, 1007, Standard & Poor's Ratings Services assigned its loan and recovery ratings to Cannery Casino Resorts LLC's proposed $745 million first-lien senior secured credit facility, which consists of a $75 million revolving credit facility due 2012, a $350 million first lien term loan due 2013, and a $320 million delayed draw term loan due 2013. The loan was rated 'BB-' (one notch higher than the corporate credit rating on the company) with a recovery rating of '1', indicating the expectation for full recovery of principal in the event of a payment default.

In addition, Standard & Poor's assigned its loan and recovery ratings to Cannery's proposed $115 million second-lien term loan due 2014. The loan was rated 'B-' (two notches lower than the corporate credit rating) with a recovery rating of '5', reflecting the expectation for negligible (0%-25%) recovery of principal in the event of a payment default.

The credit facility also includes provisions for an incremental $150 million of additional borrowing aggregated between the first- and second-lien tranches. Given that the incremental facility is uncommitted and the company has not demonstrated an immediate intent to utilize the provision, our recovery analysis has not factored in the additional borrowing. Should the company request and receive additional funds under the incremental facility, our recovery ratings will be reviewed.

(For the corporate credit rating rationale, see Standard & Poor's Ratings Services' research report on Cannery Casino published earlier today.)

Table 1
Cannery Casino Resorts LLC--Credit Profile
Corporate credit rating B+/Positive/--
Facility/Issue Issue rating Recovery rating Expected recovery (%) Maturity Repayment
$75M revolver BB- 1 100 2012 Bullet
$350M first-lien term loan B BB- 1 100 2013 1% per year; final bullet
$320M-first-lien delayed draw term loan B BB- 1 100 2013 1% per year; final bullet
$115M second-lien term loan B- 5 0-25 2014 Bullet


Recovery Analysis


Simulated default scenario

The default scenario considers the potential for a downturn in the highly competitive Las Vegas locals market, as well as a slower-than-expected ramp-up for both Cannery East and The Meadows following their openings, occurring at a time when the company is highly leveraged. In this scenario, gaming operators that cater to Las Vegas locals experience lower spend per customer and, in response, increase promotional spending. Given Cannery's weaker competitive position and less access to capital as compared with larger gaming operators, the company's two existing Las Vegas properties generate lower gaming revenue than previously expected.

Standard & Poor's simulated payment default scenario also contemplates:

  • LIBOR rising by 200 basis points;
  • Interest rates on the first-lien credit facility increasing by 200 basis points to reflect the higher risk resulting from the borrower's simulated credit deterioration;
  • That the revolving credit facility is fully drawn at the time of default; and
  • A $22 million priority claim from the outstanding balance of the furniture, fixtures, and equipment facility.

Valuation

In evaluating the recovery prospects associated with the underlying collateral, Standard & Poor's used an enterprise value methodology. Cannery Casinos Resorts represents the entire enterprise. To calculate the emergence enterprise value, we stressed EBITDA to the point where it represents a 23% decline from projected pro forma 2009 EBITDA, approximated adjusted interest expense, and applied an emergence multiple of 7x.


Results

Using the 7x EBITDA multiple under our simulated default scenario, we arrive at an enterprise value of $840 million, resulting in full recovery of principal for first-lien lenders and negligible (0%-25%) recovery for second-lien lenders.


Transaction Summary

Table 2
Transaction Summary
First-lien facility Second-lien facility
Borrower Cannery Casino Resorts LLC and its wholly owned subsidiary, Washington Trotting Association Inc. Cannery Casino Resorts LLC and its wholly owned subsidiary, Washington Trotting Association Inc.
Guarantors Cannery Casino Resorts and each existing and future direct and indirect subsidiary Cannery Casino Resorts and each existing and future direct and indirect subsidiary
Structure The revolver shall terminate and all amounts outstanding shall be due and payable in full in five years. The term loan and delayed-draw term loan shall terminate and all amounts outstanding shall be due and payable in full in six years. Term loan amortization shall be 1% annually until maturity. Delayed-draw term loan amortization shall be 1% annually, commencing 21 months after closing, until maturity. The second-lien term loan shall terminate and all amounts outstanding shall be due and payable in full in seven years.
The following mandatory payments are applicable: 50% of excess cash flow if leverage is greater than 5.0x, 25% of excess cash flow if leverage is between 5.0x and 4.5x, 100% of net proceeds from sale of assets, 100% net proceeds from debt issuances, 50% of net proceeds from equity issuances, 100% of proceeds from any Rampart Lease termination payment, and 100% of proceeds from casualty and condemnation proceeds. The following mandatory payments are applicable: 50% of excess cash flow if leverage is greater than 5.0x, 25% of excess cash flow if leverage is between 5.0x and 4.5x, 100% of net proceeds from sale of assets, 100% net proceeds from debt issuances, 50% of net proceeds from equity issuances, 100% of proceeds from any Rampart Lease termination payment, and 100% of proceeds from casualty and condemnation proceeds. All mandatory prepayments for the second lien are applicable only after the first-lien facility has been repaid.
Security package All present and future shares of capital stock of each of the borrower's present and future subsidiaries, all present and future intercompany debt, all present and future property and assets, and all proceeds and products of the company’s present and future property and assets Secured by a second-priority claim on all present and future shares of capital stock of each of the borrower's present and future subsidiaries, all present and future intercompany debt, all present and future property and assets, and all proceeds and products of the company’s present and future property and assets
Legal jurisdictions/issues State of New York; no material issues State of New York; no material issues
Key covenants Expected to include (but not yet finalized) a maximum total leverage and a minimum interest coverage ratio None


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