Business Context and Reporting Period
This Form 8-K filing by The Carlyle Group L.P. reports a material event occurring on January 15, 2013. The filing details a debt financing transaction executed by an indirect subsidiary, Carlyle Holdings Finance L.L.C.
Key Financial Metrics
The filing discloses the following specific financial data regarding the new debt issuance:
- Debt Issuance: $500,000,000 aggregate principal amount of 3.875% Senior Notes due 2023.
- Guarantors: The notes are fully and unconditionally guaranteed by The Carlyle Group L.P. and three holding entities (Carlyle Holdings I, II, and III L.P.).
- Revenue, Profit, Cash Flow, Margins, Liquidity: The filing text does not provide a clear value for these operational metrics.
Material Changes and Use of Proceeds
The primary material change is the addition of $500 million in long-term senior debt. Management intends to utilize the net proceeds as follows:
- Repay outstanding borrowings under the revolving credit facility of the senior credit facility.
- Refinance borrowings previously used to fund the cash consideration for the acquisition of interests in NGP Management Company, L.L.C.
- Prepay the initial amortization amount due under the term loan.
- Allocate any remaining net proceeds to general corporate purposes.
Guidance, Risks, and Unusual Items
The notes were offered pursuant to Rule 144A and Regulation S under the Securities Act of 1933. The filing notes that the notes have not been registered under the Securities Act of 1933 or state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption. No forward-looking guidance or management commentary regarding future performance is included in this specific report.
Investor Verification Checklist
- Verify the final closing date and settlement of the $500 million Senior Notes.
- Confirm the exact amount of revolving credit facility debt repaid with the proceeds.
- Review the impact of the new 3.875% interest rate on the company's overall weighted average cost of debt.
- Check subsequent filings for the status of the NGP Management Company acquisition funding.