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Published on 11/30/2011 in the Prospect News Bank Loan Daily.

Colfax, FleetPride, National Healing break; NCO, Six Flags, Endurance, Phoenix set talk

By Sara Rosenberg

New York, Nov. 30 - Colfax Corp.'s credit facility freed up for trading on Wednesday, with the term loan B quoted above its original issue discount price, and FleetPride Inc. and National Healing Corp. hit the secondary market as well.

Moving to the primary, NCO Group Inc., Six Flags Entertainment Corp., Endurance International Group, Phoenix Services LLC and Valeant Pharmaceuticals International Inc. released price talk as the deals were launched to investors during the session.

Additionally, Hoffmaster Group Inc. began circulating guidance on its first-lien term loan as the deal is gearing up for its upcoming bank meeting, but second-lien talk has yet to surface.

Colfax tops par

Colfax's credit facility began trading late in the day Wednesday, with the $900 million seven-year term loan B quoted at par ¼ bid, par ¾ offered, according to a trader.

Pricing on the B loan is Libor plus 350 basis points with a 1% Libor floor, and it was sold at an original issue discount of 99. There is 101 soft call protection for one year.

During syndication, pricing on the term B was lowered from Libor plus 375 bps and the floor tightened from 1.25%.

The company's $2.1 billion credit facility (Ba2/BB+) also includes a $300 million revolver, a $200 million term loan A-1 and a $700 million term loan A-2, with all of these tranches priced at Libor plus 300 bps.

Colfax funding acquisition

Proceeds from Colfax's credit facility, along with $805 million of new equity, will fund the $2.43 billion purchase of Charter International plc for 910p per share, comprised of 730p in cash and a fixed ratio of 0.1241 of a Colfax common share per share.

Closing is expected in the first quarter of 2012, subject to approval of both companies' shareholders, court approval in Jersey and other terms and conditions.

Deutsche Bank Securities Inc. and HSBC Securities (USA) Inc. are the joint lead arrangers on the credit facility. Barclays Capital Inc., SunTrust Robinson Humphrey Inc., RBS Securities Inc. and KeyBanc Capital Markets LLC are agents.

Colfax is a Fulton. Md.-based supplier of fluid-handling products, including pumps, fluid handling systems and controls, and specialty valves. Charter International is a Dublin-based owner of ESAB, a welding, cutting and automation business, and Howden, an air and gas handling business.

FleetPride starts trading

FleetPride's credit facility also made its way into the secondary market, with the $370 million six-year term loan seen at 98½ bid, 99½ offered, according to a trader.

Pricing on the term loan, as well as on a $60 million five-year revolver, firmed in line with initial talk at Libor plus 550 bps with a 1.25% Libor floor. The term loan was sold at an original issue discount of 98 and has 101 soft call protection for one year.

Bank of America Merrill Lynch, Deutsche Bank Securities Inc. and ING Financial Markets LLC are leading the $430 million senior secured facility (B1/B+) that will be used to refinance existing bank debt, redeem notes and for general corporate purposes.

FleetPride, a Woodlands, Texas-based distributor of heavy truck and trailer parts, expects to close on the transaction this quarter.

National Healing frees up

Another deal to break for trading was National Healing, with its $250 million six-year first-lien term loan (B1/B+) quoted at 95 bid, 96 offered and its $75 million seven-year second-lien term loan (Caa1/CCC+) quoted at 94 bid, 95 offered, a trader told Prospect News.

Pricing on the first-lien term loan is Libor plus 675 bps with a 1.5% Libor floor, and it was sold at an original issue discount of 95. There is 101 soft call protection for one year.

Meanwhile, the second-lien loan is priced at Libor plus 1,000 bps with a 1.5% Libor floor, and sold at an original issue discount of 94. The debt is non-callable for one year, then at 103 in year two, 102 in year three and 101 in year four.

During syndication, first-lien pricing was increased from Libor plus 600 bps while second-lien pricing was lifted from Libor plus 950 bps, and the discount on both tranches widened from 97.

The company's $355 million senior secured credit facility also includes a $30 million five-year revolver (B1/B+).

National Healing lead banks

Jefferies & Co., RBC Capital Markets LLC and BMO Capital Markets Corp. are leading National Healing's credit facility that will be used to help fund the company's merger with Diversified Clinical Services (Wound Care Holdings). Metalmark Capital, National Healing's sponsor, is buying Diversified Clinical Services from the Jordan Co.

Leverage through the first lien will be 3.5 times, and total leverage will be 4.5 times.

Covenants under the credit agreement include a fixed-charge coverage ratio that was added during syndication, and a leverage ratio that was tightened and will be measured off EBITDA without a de novo adjustment.

Boca Raton, Fla.-based National Healing and Jacksonville, Fla.-based Diversified Clinical Services are providers of wound care services to hospitals.

BWIC bids due Thursday

In more trading happenings, a $118 million cash loan Bid Wanted in Competition surfaced, with investors told to get their bids in by 10 a.m. ET on Thursday, according to a trader.

The largest pieces in the portfolio being offered include Nielsen Finance LLC's class C dollar term loan, Toys R Us' initial loan and Managed Health Care's first-lien term loan.

Other names in the BWIC include Laureate, US Foodservice, Nuveen, Avaya, Infor Global Solutions and West Corp.

NCO discloses guidance

Switching to the primary, NCO Group held a bank meeting on Wednesday morning to kick off syndication on its proposed $870 million credit facility (B1/B), at which time lenders were told that the entire deal is being talked at Libor plus 625 bps, according to a market source.

The facility is comprised of a $120 million revolver that has no Libor floor, and a $750 million term loan that has a 1.25% Libor floor, an original issue discount of 96 to 97 and 101 soft call protection for one year, the source continued.

Lead banks, Barclays Capital Inc., Deutsche Bank Securities Inc., J.P. Morgan Securities LLC and RBS Securities Inc., are seeking commitments by Dec. 13.

In addition to the new credit facility, NCO will be approaching the high-yield market with a $300 million senior notes offering.

NCO merging with APAC

Proceeds from NCO's new debt, along with $300 million of equity, will be used to back the already completed acquisition of APAC Customer Services Inc. by One Equity Partners for about $470 million and pending merger with NCO, an existing One Equity portfolio company.

More specifically, the new loans and bonds will fund the repurchase of NCO's senior notes and senior subordinated notes, and repay its existing credit facility and certain other debt, as well as take out APAC's existing debt, including a $159 million bridge loan used for its buyout.

The combined company is being renamed Expert Global Solutions Inc.

NCO is a Horsham, Pa.-based provider of business process outsourcing services. APAC is a Bannockburn, Ill.-based provider of customer care services.

Six Flags pricing

Six Flags released price talk as well with its morning bank meeting, launching the $200 million five-year revolver and $250 million five-year term loan A at Libor plus 225 bps, according to sources.

Meanwhile, the $700 million seven-year term loan B was launched at Libor plus 325 bps with a 1% Libor floor and an original issue discount of 99, and includes 101 soft call protection for one year, sources remarked.

Wells Fargo Securities LLC is the left lead on the $1.15 billion deal (B1/BB+), and Bank of America Merrill Lynch, Deutsche Bank Securities Inc. and Goldman Sachs & Co. recently joined as leads too.

Proceeds will be used to refinance the company's existing credit facility.

Six Flags, a Grand Prairie, Texas-based regional theme park company, is seeking commitments by Dec. 14 and closing is targeted for shortly thereafter.

Endurance talk emerges

Also launching was Endurance International's $400 million credit facility, and shortly before the bank meeting took place, price talk began circulating through the market, according to a source.

The $50 million five-year revolver and the $350 million six-year term loan B were both launched with talk of Libor plus 650 bps with a 1.5% Libor floor, the source said. The B loan is being offered at an original issue discount of 97½ and has 101 soft call protection for one year.

Credit Suisse Securities (USA) LLC is the lead bank on the deal that will be used to help fund the purchase of a majority interest in the company by Warburg Pincus and GS Capital Partners from Accel-KKR.

With this transaction, Endurance, a Burlington, Mass.-based provider of web hosting and online services to small- and medium-sized businesses, will have secured leverage of 3.5 times.

Phoenix guidance surfaces

Phoenix Services was yet another company to hold a bank meeting on Wednesday and distribute price talk, and lead bank, BNP Paribas Securities Corp., is asking for commitments by Dec. 14, according to a market source.

The $30 million five-year revolver, $140 million six-year term loan and $15 million six-year delayed-draw term loan that is available for three months were all launched at Libor plus 600 bps with a 1.5% Libor floor and an original issue discount of 98, while the $60 million five-year euro equivalent term loan was launched at Euribor plus 550 bps with a discount of 98, the source said.

Proceeds from the $245 million deal will be used to help fund the purchase of Gagneraud Industries, a Paris-based provider of metal pre and post production services to mills, and to refinance existing debt.

Phoenix Services, a Kennett Square, Pa.-based provider of steel mill services, will have senior leverage of 2.75 times.

Valeant launches add-on

Valeant Pharmaceuticals quickly came to market on Wednesday with a $350 million incremental term loan due April 2016 that is being talked in line with the existing term loan A at Libor plus 275 bps, according to a market source. Upfront fees are based on commitment size.

Like the existing loan, pricing on the incremental can drop to Libor plus 250 bps if leverage is 3.25 times or less, and increase to Libor plus 300 bps if leverage is greater than 4.0 times.

Goldman Sachs & Co., Bank of America Merrill Lynch and J.P. Morgan Securities LLC are the lead banks on the incremental deal that is expected to close in December. Commitments are due on Dec. 8.

Proceeds will be used to help fund the acquisition of iNova, a private pharmaceutical group, for A$625 million upfront and up to an additional A$75 million in potential milestones from Archer Capital, Ironbridge and other minority management shareholders.

Valeant is a Mississauga, Ont.-based specialty pharmaceutical company.

Hoffmaster floats talk

Hoffmaster Group started going out with price talk on its $235 million six-year first-lien term loan as it prepares for its Thursday bank meeting, according to a market source.

The first-lien loan is guided at Libor plus 550 bps with a 1.5% Libor floor and an original issue discount of 98, the source said.

GE Capital Markets and Jefferies & Co. are the lead banks on the $334 million deal, which also includes a $35 million five-year revolver and a $64 million seven-year second-lien term loan.

Proceeds will be used to help fund the buyout of the company by Metalmark Capital from Kohlberg & Co.

Hoffmaster is an Oshkosh, Wis.-based producer of specialty disposable tabletop products.

Fundtech buyout wraps

In other news, GTCR completed its acquisition of Fundtech Ltd. for $23.33 in cash per ordinary share and concurrent merger with an existing portfolio company, BankServ, according to a news release.

For the transaction, Fundtech got a new $225 million senior secured credit facility (B1/B+) consisting of a $25 million five-year revolver, and a $200 million six-year term loan priced at Libor plus 600 bps with a 1.5% Libor floor, and sold at an original issue discount of 97. The term loan has is 101 soft call protection for one year.

RBC Capital Markets LLC and BMO Capital Markets Corp. led the deal.

Fundtech is a provider of software services that facilitate payments processing, financial messaging and cash management for financial institutions, and BankServ is a Las Vegas-based software-as-a-service provider of financial services and banking technology. The combined company, Fundtech Inc., is based in Jersey City, N.J.

B&G closes

B&G Foods Inc. completed its purchase of six brands from Unilever United States Inc. for $325 million, according to a news release, for which it obtained a $575 million senior secured credit facility (BB), consisting of a $225 million seven-year term loan B, a $200 million five-year revolver and a $150 million five-year term loan A.

Pricing on the term loan B is Libor plus 350 bps with a 1% Libor floor, and it was sold at an original issue discount of 99. There is 101 soft call protection for one year. The revolver and term A are priced at Libor plus 300 bps, with the revolver having a 50 bps unused fee and the term A offered with a 50 bps upfront fee.

During syndication, the revolver was upsized from $100 million, the term loan A was upsized from $100 million and the term loan B was downsized from $300 million. Also, pricing on the B loan was lowered from Libor plus 400 bps, the floor trimmed from 1.25% and the discount moved from 98.

Credit Suisse Securities (USA) LLC, Barclays Capital Inc. and RBC Capital Markets LLC led the deal for the Parsippany, N.J.-based manufacturer, seller and distributor of shelf-stable food.


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