UPDATE 1-RLPC: LightSquared seeks Fortress-sponsored exit loan

Fri Dec 20, 2013 4:32pm EST

By Billy Cheung and Michelle Sierra

NEW YORK Dec 20 (Reuters) - Bankrupt wireless communications firm LightSquared Inc is seeking to raise a $2-2.5 billion senior secured first-lien term loan backing a Fortress Investment Group-sponsored bankruptcy exit plan, sources said Friday.

JP Morgan and Credit Suisse are sounding out investors on the financing that would help Fortress purchase the company out of bankruptcy, sources said. The banks are not committed or contracted to providing or arranging the credit, the same sources noted.

LightSquared declined to comment.

LightSquared had attempted to raise a $3 billion exit loan in June and July through Jefferies but pulled the financing when Dish Chairman Charlie Ergen emerged as the largest creditor for the company. The Jefferies loan would have backed an exit plan sponsored by majority shareholder Harbinger Capital Partners.

Ergen's involvement and a subsequent $2.2 billion July bid by Dish for LightSquared's operating assets, combined with the expiration of the exclusivity period for the company to put forth a restructuring plan, allowed the company's biggest creditor group to push for LightSquared's sale.

The uncertainty around LightSquared's attempt to remain independent helped derail the Harbinger financing, leading to lawsuits filed by LightSquared and Harbinger against Dish, Ergen and related investment affiliates.

As per the Fortress-sponsored exit financing plan, LightSquared is offering a three-year loan with a 12 percent coupon, all payable-in-kind. The loan would be sold at a discount price of between 95 and 97.

The maturity could be extended by a year, subject to a minimum liquidity test. Lenders would receive a 1.5 point fee for agreeing to an extension.

Given that LightSquared's wireless network build out plans remain suspended by the Federal Communications Commission (FCC), lenders have been asked to commit to the deal for six months with a potential three-month extension.

Lenders would be paid a 100bp fee upon confirmation of the Fortress-backed restructuring plan in bankruptcy court. If LightSquared exercises the commitment extension while in bankruptcy, lenders would receive a 50bp fee.

In addition, the loan would be subject to a minimum liquidity covenant during the extension period.

The exit loan would not be callable for the first year and then would have 106 and 103 call protection for the next two years.

The closing of the loan depends on additional equity injected into the company post-bankruptcy and the FCC allowing LightSquared to resume developing its spectrum.

A pre-taped roadshow will be available beginning December 26 with a lender call scheduled for January 6. Fortress and LightSquared would be available to field potential lenders' questions upon request before the lender call.

The company is asking for lender commitments by January 8.

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