Formula One, Stallion, Harron, Nine break; Beats, Travelport, State Class revise deals

By Sara Rosenberg

New York, June 18 - Formula One's term loan emerged in the secondary market on Tuesday, with levels seen above its new money original issue discount price, and Stallion Oilfield Holdings Inc., Harron Communications LP and Nine Entertainment Group Pty Ltd. began trading as well.

Moving to the primary, Beats Electronics LLC reworked its deal, downsizing the term loan B while upsizing the revolver, and sweetening the coupon, Libor floor, original issue discount and call protection on the B tranche.

Also, Travelport LLC lifted pricing on its term loan, widened the discount and revised the call schedule, and upsized its revolver, and State Class Tankers trimmed the spread and original issue discount on its term loan.

Furthermore, Air Canada, AlixPartners LLP, GenesisCare, TransDigm Inc., Boulder Brands Inc. and Asurion LLC set talk with launch, Blue Coat Systems Inc. disclosed timing, structure and guidance on its upcoming deal, Valeant Pharmaceuticals International Inc. set its bank meeting and Aspect Software Inc. joined this week's calendar.

Formula One starts trading

Formula One's $2.18 billion term loan due April 2019 broke for trading on Tuesday, with levels on the U.S. portion of the debt quoted at par bid, par ½ offered, according to a market source.

Pricing on the U.S. piece is Libor plus 350 basis points, and pricing on the $50 million equivalent euro tranche of the term loan is Euribor plus 375 bps. The entire loan has a 1% floor and 101 soft call protection for one year, and new money commitments were given an original issue discount of 991/2.

During syndication, pricing on the U.S. tranche was increased from Libor plus 325 bps, and the soft call on all of the debt was extended from six months.

Goldman Sachs Bank USA, UBS Securities LLC and RBS Securities Inc. are leading the deal that is being used to reprice an existing U.S. term loan from Libor plus 475 bps with a 1% Libor floor and an existing euro term loan from Euribor plus 475 bps with a 1% floor.

Existing lenders are getting paid out at 101 with the repricing.

Formula One is the organizer of the Formula One World Championship (F1) and owner of the commercial rights to F1 motorsports racing.

Stallion frees up

Stallion Oilfield's $375 million five-year senior secured covenant-light term loan B (B3/B) also hit the secondary market, with levels quoted at par bid, par ½ offered, according to a trader.

Pricing on the loan is Libor plus 675 bps with a 1.25% Libor floor, and it was sold at an original issue discount of 99. There is hard call protection of 102 in year one and 101 in year two.

Earlier in the week, the loan was upsized from $350 million and the discount firmed at the low end of the 98½ to 99 guidance.

Bank of America Merrill Lynch and Jefferies Finance LLC are leading the deal that will be used to redeem the remaining $134 million of the company's senior secured notes due 2015, to help fund a roughly $241 million dividend, increased from $217 million due to the loan upsizing, and for other corporate purposes.

Closing is expected to occur on Wednesday.

Total debt to 2013 adjusted EBITDA is 2.2 times.

Stallion Oilfield is a Houston-based provider of wellsite support, completion, production and logistics services.

Harron tops issue price

Another deal to free up was Harron Communications' credit facility, with the $200 million term loan B quoted at par ½ bid, 101 offered, according to a market source.

Pricing on the B loan is Libor plus 275 bps with a 0.75% Libor floor, and it was issued at par. There is 101 soft call protection for six months.

The company's $465 million credit facility (Ba3/BB) also includes a $60 million revolver and a $205 million term loan A, both priced at Libor plus 250 bps.

During syndication, the B loan was downsized from $225 million and the A loan was upsized from $180 million.

SunTrust Robinson Humphrey Inc. is leading the deal that is being used to refinance existing debt.

Senior leverage is 3.4 times and total leverage is 5.9 times.

Harron Communications is a Frazer, Pa.-based provider of digital television, high-speed internet, digital phone and business services.

Nine wraps par

Nine Entertainment's U.S. equivalent of an A$100 million senior secured term loan due Feb. 5, 2020 began trading too, with levels quoted at 99¾ bid, par ¼ offered, a trader remarked.

Pricing on the loan is Libor plus 275 bps with a 0.75% Libor floor, and it was sold at an original issue discount of 993/4.

UBS Securities LLC, Deutsche Bank Securities Inc., Morgan Stanley Senior Funding Inc. and Nomura are leading the deal that will be used for general corporate purposes and to fund the acquisition of WIN Adelaide.

Nine Entertainment is an Australian diversified media and entertainment group.

Beats changes emerge

In the primary, Beats Electronics cut its term loan B to the range of $350 million to $400 million from $500 million and lifted its five-year revolver to $250 million from $200 million, according to a market source.

Also, pricing on the B loan was flexed to Libor plus 475 bps from talk of Libor plus 325 bps to 350 bps, the Libor floor was raised to 1.25% from 1%, the original issue discount was moved to 98 from 991/2, the soft call protection was revised to 102 in year one and 101 in year two from just 101 for one year, and the maturity was shortened to 5½ years from six years, the source said.

Furthermore, a gross leverage covenant with step-downs was added to the previously covenant-light term loan, amortization was set at 5% in years one, two and three, and 10% each year thereafter, and the incremental allowance firmed at up to 0.25 times inside of opening gross secured leverage, subject to 50 bps MFN.

Recommitments are due at noon ET on Friday.

Beats lead banks

Barclays, Citigroup Global Markets Inc. and J.P. Morgan Securities LLC are leading Beats Electronics' $600 million to $650 million credit facility (B2/B+).

Proceeds will be used to refinance a $225 million term loan and for general corporate purposes, with $400 million available for additional specified purposes, including acquisitions, investments and, for a limited period, distributions to shareholders - with the dividend cap set at $150 million, the source remarked.

Beats Electronics is a Santa Monica, Calif.-based consumer audio company.

Travelport reworked

Travelport revised pricing on its $1.55 billion six-year first-lien term loan to Libor plus 500 bps with step-downs from Libor plus 450 bps with step-downs, widened the original issue discount to 98½ from 99 and made the debt non-callable for one year, then at 102 in year two and 101 in year three instead of just having 101 soft call protection for one year, according to a market source.

As before, the term loan has a 1.25% Libor floor.

Along with the term loan changes, the company upsized its five-year revolver to $120 million from $100 million, the source remarked.

Recommitments are due at noon ET on Wednesday.

Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Morgan Stanley Senior Funding Inc. and UBS Securities LLC are leading the now $1.67 billion credit facility (B1/B) that will be used to refinance existing first-lien bank debt.

Travelport is an Atlanta-based provider of transaction processing services to the travel industry.

State Class cuts pricing

State Class Tankers lowered pricing on its $365 million seven-year covenant-light term loan B to Libor plus 550 bps from talk of Libor plus 575 bps to 600 bps and revised the original issue discount to 99½ from 99, according to a market source.

The loan still has a 1.25% Libor floor and is non-callable for two years then at 102 in year three.

Bank of America Merrill Lynch, UBS Securities LLC and Barclays are leading the deal that will be used to help fund the construction of four product tankers, fund an 18-month interest reserve and put cash on the balance sheet.

Air Canada launches

Also in the primary, Air Canada held its bank meeting on Tuesday morning, launching a $1 billion six-year senior secured term loan B with talk of Libor plus 425 bps to 450 bps with a 1% Libor floor, an original issue discount of 99½ and 101 soft call protection for six months, according to a market source.

Commitments are due at 5 p.m. ET on June 26, the source said.

Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Morgan Stanley Senior Funding Inc. and TD Securities (USA) LLC are leading the loan, which will fund tender offers that expire on July 12 for the company's 9¼% senior secured notes due 2015, 10 1/8% senior secured notes due 2015 and 12% senior second-lien notes due 2016.

Collateral coverage at closing is 1.6 times.

Air Canada is Saint-Laurent, Quebec-based full-service airline.

AlixPartners pricing

AlixPartners released price talk on its $750 million first-lien term loan (B1) and $250 million second-lien term loan (Caa1) as it held its bank meeting, according to a market source.

The first-lien term loan is talked at Libor plus 375 bps to 400 bps with a 1% Libor floor, an original issue discount of 99 to 99½ and 101 soft call protection for six months, the source said.

Meanwhile, the second-lien term loan is talked at Libor plus 775 bps to 800 bps with a 1% Libor floor, a discount of 99 and call protection of 102 in year one and 101 in year two.

Commitments are due at noon ET on June 28, the source added.

Deutsche Bank Securities Inc., Bank of America Merrill Lynch, Goldman Sachs Bank USA, Jefferies Finance LLC and UBS Securities LLC are the lead banks on the $1 billion deal that will be used for a recapitalization.

AlixPartners is a New York-based performance improvement, corporate turnaround and financial advisory services firm.

GenesisCare reveals talk

GenesisCare announced talk of Libor plus 450 bps to 475 bps with a 1.25% Libor floor, an original issue discount of 99 and 101 soft call protection for one year on its $245 million seven-year term loan B that launched with a bank meeting in the morning, according to a market source.

The company's credit facility also includes a A$30 million revolver.

UBS Securities LLC and KKR Capital Markets are leading the deal that will be used to refinance existing debt and fund a dividend payment.

GenesisCare is a Sydney, Australia-based provider of cardiology, radiation oncology and sleep treatments.

TransDigm holds call

TransDigm hosted a call at 2 p.m. ET on Tuesday to launch a $700 million first-lien covenant-light tack-on term loan C due February 2020 that is talked at Libor plus 300 bps with a 0.75% Libor floor, an original issue discount of 98 to 98½ and 101 soft call protection for one year, according to a market source.

Commitments are due at noon ET on June 25.

Credit Suisse Securities (USA) LLC, UBS Securities LLC, Morgan Stanley Senior Funding Inc. and Citigroup Global Markets Inc. are leading the deal that will be used, possible with $700 million of new subordinated debt, to fund a $1 billion to $1.8 billion dividend.

In connection with this deal, the company is asking to amend its senior secured credit facility to permit the special dividend and the new debt, and to change some ratios.

TransDigm is a Cleveland-based designer, producer and supplier of aircraft components.

Boulder details surface

Boulder Brands held its morning meeting, launching a $320 million credit facility (B1) to investors that includes a $75 million five-year revolver and a $245 million seven-year covenant-light senior secured term loan B, a market source said.

Talk on the B loan is Libor plus 350 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, the source continued.

Commitments are due on June 26.

Citigroup Global Markets Inc., BMO Capital Markets and Barclays are leading the deal that will be used to refinance existing debt.

Boulder Brands, previously known as Smart Balance Inc., is a Paramus, N.J.-based health and wellness food company.

Asurion returns

Asurion launched during the session a $400 million seven-year incremental term loan B-2 with talk of Libor plus 275 bps with a 0.75% Libor floor, an original issue discount of 96½ to 97½ and 101 soft call protection through Feb. 22, 2014, according to a market source.

Commitments are due at 5 p.m. ET on Thursday, the source said.

Morgan Stanley Senior Funding Inc. and Credit Suisse Securities (USA) LLC are leading the deal that will refinance an existing amortizing first-lien term loan due 2017 on or before July 26 and fund general corporate purposes, including, but not limited to, refinancing existing HoldCo debt, repurchasing shares and return of capital, and potential acquisitions.

Recently, the company had been marketing an $850 million seven-year senior secured term loan B-2 (including a $350 million delayed-draw tranche) with talk of Libor plus 275 bps with a 0.75% Libor floor, an original issue discount of 99 to 99½ and 101 soft call protection for six months, but that deal was pulled earlier this month due to market conditions.

Asurion is a Nashville-based provider of technology protection services.

Blue Coat timing, talk

Blue Coat Systems set a call for 11 a.m. ET on Wednesday to launch its $330 million second-lien term loan (Caa1), and talk is already out on the deal at Libor plus 750 bps with a 1% Libor floor, an original issue discount of 99 and call protection of 103 in year one, 102 in year two and 101 in year three, according to a market source.

Proceeds from the Jefferies Finance LLC-led loan will be used to fund a dividend.

Blue Coat is a Sunnyvale, Calif.-based web security company.

Valeant sets launch

Valeant Pharmaceuticals scheduled a bank meeting at 10 a.m. ET on Wednesday to launch $4.3 billion in new term loans, according to a market source.

Goldman Sachs Bank USA, J.P. Morgan Securities LLC, Bank of America Merrill Lynch, Barclays, RBC Capital Markets and Morgan Stanley Senior Funding Inc. are leading the deal that will be used with $3,275,000,000 of senior unsecured notes and $1.75 billion of new equity to help fund the $8.7 billion purchase of Bausch + Lomb Holdings Inc.

Of the total purchase price, about $4.5 billion will go to an investor group led by Warburg Pincus and about $4.2 billion will be used to repay Bausch + Lomb's outstanding debt.

Pro forma for the transaction, net senior secured leverage is expected to be 2.1 times and net total leverage is expected to be 4.6 times.

Closing is expected in the third quarter, subject to customary conditions and regulatory approvals.

Valeant is a Laval, Quebec-based specialty pharmaceutical company. Bausch + Lomb is a Rochester, N.Y.-based eye health.

Aspect readies deal

Aspect Software set a call for 11 a.m. ET on Wednesday to launch $488 million in term loans due May 2016, according to a market source.

The debt include a $403 million term loan B and an $85 million delayed-draw term loan, the source said.

J.P. Morgan Securities LLC is leading the transaction that will be used to reprice an existing term loan and help fund a future acquisition.

Aspect Software is a Chelmsford, Mass.-based provider of customer contact and enterprise workforce optimization solutions.

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