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Published on 7/13/2010 in the Prospect News Bank Loan Daily.

Exopack breaks; inVentiv, ASR, Blount reveal talk; Altegrity, EnergySolutions set launches

By Sara Rosenberg

New York, July 13 - Exopack Holding Corp. finalized the original issue discount on its term loan, and then the deal allocated and freed up for trading during Tuesday's market hours, with the debt seen quoted above its original issue discount price.

Over in the primary, inVentiv Health Inc., American Safety Razor Co. (ASR) and Blount International Inc. released price talk on their new bank deals as all three transactions were presented to lenders during the session.

Also, Altegrity Inc., EnergySolutions Inc. and Centerplate Inc. have scheduled bank meetings for their new loans, and chatter is that Universal Health Services Inc.'s credit facility was fully subscribed at the original terms ahead of Tuesday's commitment deadline.

Exopack frees to trade

In secondary happenings, Exopack's $95 million unsecured term loan (B3/B) hit the market, with levels quoted at 95 bid, 96 offered in light trading, according to a market source.

Pricing on the term loan is Libor plus 925 basis points with a 2% Libor floor, and the original issue discount ended up at 94.

At launch, the discount was described as still to be determined and then it firmed up during the syndication process.

Goldman Sachs acted as the lead bank on the deal that was used to fund the acquisition of Bemis Co. Inc.'s Menasha, Wis., and Catoosa, Okla., facilities that focus on the production of plastic packaging for retail natural cheeses and shrink bags for fresh red meat.

Closing on the acquisition was announced late Tuesday.

Exopack is a Spartanburg, S.C.-based full-service paper and plastic flexible packaging products manufacturer.

inVentiv releases guidance

Moving to the primary, inVentiv held a bank meeting at 10 a.m. ET on Tuesday at the InterContinental Hotel in New York to kick off syndication on its proposed credit facility, and in connection with the launch, price talk on the term loan B was announced, according to a market source.

The $525 million term loan B is being talked at Libor plus 500 basis points with a 1.75% Libor floor and an original issue discount of 98, the source said.

In addition, the term loan B is being offered with 101 soft call protection for one year, the source continued.

The company's $600 million senior secured credit facility (Ba3/BB-) also includes a $75 million revolver.

Citigroup and Bank of America are the joint lead arrangers and bookrunners on the deal, with Credit Suisse and Deutsche Bank acting as bookrunners as well.

inVentiv being acquired

Proceeds from inVentiv's credit facility will be used to help fund its buyout by Thomas H. Lee Partners LP for $26 per share in cash. The acquisition is valued at $1.1 billion.

Other funds for the transaction will come from $275 million of senior unsecured notes, which are backed by a commitment for a senior unsecured bridge loan, and up to $384 million in equity.

Closing on the transaction is expected to take place in early August, subject to customary conditions.

inVentiv is a Somerset, N.J.-based provider of end-to-end clinical development, launch and commercialization services to the pharmaceutical and health care industries.

American Safety Razor sets talk

Another deal that launched with a bank meeting on Tuesday was American Safety Razor's proposed $290 million credit facility, at which time it also came out with price talk, according to a market source.

Both the $20 million revolver and the $120 million first-lien term loan are being guided at Libor plus 750 bps with a 2% Libor floor and an original issue discount of 98, the source said.

And, the $150 million second-lien term loan is being talked at 15% - split between 1% cash and 14% PIK.

The revolver and the first-lien term loan will be a debtor-in-possession facility for six months and then they will convert into a 41/2-year exit facility, and the second-lien term loan is convertible into equity upon the company's emergence from bankruptcy.

Goldman Sachs is the lead bank on the deal for the Cedar Knolls, N.J.-based producer of shaving, medical and industrial blades.

Blount details out with launch

Blount also launched a deal on Tuesday, presenting lenders with a $425 million amended and restated credit facility, according to a market source.

The facility consists of a $75 million revolver due in August 2015, a $75 million delayed-draw term loan due in August 2016 and a $275 million term loan B due in August 2016.

All tranches are being talked at Libor plus 350 bps, and the delayed-draw term loan and term loan B have a 1.5% Libor floor and are being offered at an original issue discount of 99, the source said, adding that the revolver has no Libor floor.

GE Capital Markets is the lead bank on the deal that will be used to refinance existing bank debt and fund the redemption of the company's $175 million of senior subordinated notes due in August 2012.

Blount is a Portland, Ore.-based manufacturer of equipment, accessories and replacement parts for the forestry, garden and construction industries.

Altegrity timing/structure emerge

Altegrity has scheduled a bank meeting for 1 p.m. ET on Thursday to launch to its proposed $550 million term loan add-on (B+) due in 2015 that is being obtained under the accordion feature of the existing credit agreement, according to a market source.

The existing credit facility is being left in place as is, the source said.

Goldman Sachs is the lead bank on the deal that will help fund the acquisition of Kroll Inc. from Marsh & McLennan Cos. Inc. in an all-cash transaction valued at $1.13 billion.

Price talk on the add-on is not yet being disclosed, the source continued.

Previously, it was known that the company would be approaching the market with new debt financing, but specifics on size and timing were unavailable.

Altegrity getting mezzanine debt

Other financing for Altegrity's purchase of Kroll will come from $210 million of 12% mezzanine notes that were privately placed with Apollo Investment Corp. and are, therefore, not being syndicated, the source added.

In addition, the company will use equity financing as well.

Closing on the transaction is expected by late September, subject to regulatory approvals and other customary conditions.

Pro forma for the deal, senior secured first-lien leverage is in the low-4.0 times and total leverage is just around 6.0 times.

Altegrity ratings upgraded

As a result of the proposed acquisition, Standard & Poor's lifted Altegrity's ratings on Monday afternoon - moving the credit facility to B+ from B and the corporate credit rating to B from B-, with a stable outlook.

"The rating action reflects our belief that the acquisition of Kroll Inc. will increase covenant cushion, modestly improve the company's weak credit measures, and potentially result in cost synergies," said S&P credit analyst Jerry Phelan, in the rating release.

S&P said that the ratings also continue to reflect the company's high concentration with the U.S. Federal Government Office of Personnel Management background investigations business, weak credit measures, aggressive financial policy, technology risk and continued weakness expected at the commercial pre-employment screening business.

Altegrity, a Providence Equity Partners portfolio company, is a Falls Church, Va.-based screening and security services company. Kroll is a New York-based risk consulting company.

EnergySolutions readies deal

Also set to launch with a bank meeting on Thursday is EnergySolutions's proposed senior secured credit facility, according to a market source.

JPMorgan, Credit Suisse and Citigroup are the lead banks on the deal that will include a revolver and a term loan, with sizes and pricing on the facility still to be determined.

Proceeds from the facility, along with new senior notes, will be used to refinance the company's existing bank deal, which is comprised of a revolver, a first-lien term loan and a synthetic letter-of-credit facility.

A portion of the proceeds from the term loan will be held in a restricted cash account to provide for cash-collateralized letters of credit.

EnergySolutions amends loan

EnergySolutions also announced on Tuesday that it amended its existing credit facility to revise financial covenants.

According to a news release, the amendment waived the maximum first-lien leverage ratio requirement for the quarter ended June 30.

In addition, the amendment modified pricing on the facility. The company said it expects pricing on outstanding borrowings to increase by about 200 bps.

EnergySolutions is a Salt Lake City-based provider of nuclear services.

Centerplate launching soon

And yet another deal that piled on to Thursday's calendar is Centerplate's proposed $314 million credit facility that is being led by Macquarie, UBS and BMO Capital Markets, according to sources.

The facility consists of a $70 million revolver, a $50 million term loan A and a $194 million term loan B, sources said.

Proceeds will be used to refinance existing debt and fund a dividend payment.

Centerplate is a Stamford, Conn.-based provider of food and beverage concessions, high-end catering and merchandise services in sports facilities, convention centers and other entertainment facilities.

Universal Health fills out

In other news, Universal Health's $3.35 billion senior secured credit facility (Ba2/BB+) was heard to have been completed at the originally proposed terms by the time the books were closed on Tuesday, according to a market source.

The facility consists of an $800 million revolver talked at Libor plus 325 bps, a $1 billion term loan A talked at Libor plus 325 bps, and a $1.55 billion term loan B talked at Libor plus 400 bps with a 1.5% Libor floor and an original issue discount of 981/2.

The term loan B includes 101 soft call protection for one year and a ticking fee of 200 bps until September and 400 bps thereafter.

Terms of the deal are different than what was outlined in the commitment letter, which provided for an $800 million five-year revolver expected at Libor plus 325 bps, a $500 million five-year term loan A expected at Libor plus 325 bps and a $2.85 billion six-year term loan B expected at Libor plus 350 bps with a 1.5% Libor floor.

Universal Health lead banks

JPMorgan and Deutsche Bank are the joint lead arrangers and bookrunners on Universal Health's credit facility that will be used to help fund the acquisition of Psychiatric Solutions Inc. for $33.75 per share in cash, refinance $1.188 billion of Psychiatric Solutions debt, refinance $275 million of Universal Health debt and pay $184 million in transaction fess and expenses.

In addition to the term loans and $322 million drawn on the revolver, the company will use $108 million of cash on hand, a new $400 million senior unsecured capital markets transaction and a $250 million accounts receivables securitization to fund the transaction.

Closing is expected to take place in the fourth quarter, subject to regulatory approvals and approval by Psychiatric Solutions' shareholders.

Universal Health is a King of Prussia, Pa.-based owner and operator of acute care hospitals and behavioral health care facilities and schools. Psychiatric Solutions is a Franklin, Tenn.-based operator of owned or leased freestanding psychiatric inpatient facilities.


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