Nexeo, Univar, Leslie's Poolmart, Encompass break; Summit Entertainment, Fairway tweak deals

By Sara Rosenberg

New York, Feb. 25 - Nexeo Solutions LLC's credit facility freed up for trading on Friday, with levels on the term loan quoted above par, and Univar Inc., Leslie's Poolmart Inc. and Encompass Digital Media Inc. made their way into the secondary as well.

Over in the primary market, Summit Entertainment LLC came out with a slew of changes to its term loan, including reducing the size and tenor, increasing the spread and the original issue discount, adding call protection and reworking some sweeps.

Fairway Market LLC was another company to rework its credit facility, as its term loan was upsized, and the pricing and original issue discount on the entire deal tightened.

Also in the primary, Ntelos Holding Corp. and Great Point Power LLC released price talk on their term loans as the refinancing/repricing transactions were presented to lenders, and General Chemical Performance Products LLC (GenTek Inc.) started whispering some guidance on its upcoming deal.

Nexeo frees up

Nexeo Solutions' credit facility hit the secondary market on Friday, with the $325 million 61/2-year covenant-light term loan B (B1/B) quoted at par 3/8 bid, par 5/8 offered on the break, with little activity seen in the name, according to a trader.

Pricing on the term loan B is Libor plus 350 basis points with a 1.5% Libor floor, and it was sold at par. There is 101 soft call protection for one year.

During syndication, the B loan was upsized from $300 million as the company downsized its bond offering to $175 million from $200 million, pricing was lowered from Libor plus 375 bps, and the discount of 99½ was eliminated.

Nexeo getting revolver

Nexeo Solution's $865 million credit facility also includes a $540 million ABL revolver that is priced at Libor plus 250 bps.

Bank of America Merrill Lynch, Citigroup and Barclays are the lead banks on the deal.

Proceeds, along with the notes, will be used to help fund TPG Capital's acquisition of Ashland Inc.'s chemical distribution business for $930 million.

The transaction is expected to close prior to the end of the March quarter, subject to the receipt of certain regulatory approvals and other standard closing conditions.

Univar trades

Univar's $1.98 billion term loan (B2/B) due June 2017 was quoted at par ¼ bid, par 5/8 offered when it broke for trading on Friday. It then got as high as par 5/8 bid, 101 offered before settling in at par ½ bid, par ¾ offered, according to a trader.

Pricing on the term loan is Libor plus 350 bps with a 1.5% Libor floor, and it was sold at par. There is 101 soft call protection for one year.

Bank of America Merrill Lynch is the lead bank on the deal that is being used to refinance the company's term loans and repay revolving credit facility borrowings.

Univar is a Redmond, Wash.-based chemical distributor.

Leslie's starts trading

Leslie's Poolmart's credit facility also freed up for trading, with the $310 million covenant-light term loan B quoted at par 3/8 bid, par 5/8 offered on the break and then it moved up to par ½ bid, par 7/8 offered, according to a trader.

Pricing on the term loan B is Libor plus 300 bps with a 1.5% Libor floor, and it was sold at par. There is 101 soft call protection for one year.

During syndication, pricing was lowered from Libor plus 325 bps, the Libor floor was increased from 1.25% and the call protection was added.

The company's $380 million credit facility also includes a $70 million revolver.

Leslie's refinancing debt

Proceeds from Leslie's Poolmart's credit facility will be used to refinance/reprice an existing credit facility. The facility was obtained late last year to repay bonds and a revolver and to pay off a shareholder that was exiting the investor group.

Pricing on the existing term loan is Libor plus 450 bps, with a step-down to Libor plus 425 bps at less than 4.5 times leverage and a 1.5% Libor floor. The debt was sold at a discount of 99 and includes 101 soft call protection for one year.

Bank of America Merrill Lynch and Wells Fargo are the lead banks on the refinancing deal.

Leslie's Poolmart is a Phoenix-based retailer of swimming pool supplies and related products.

Encompass trades atop OID

Another deal to make its was into the secondary was Encompass Digital Media, with its $175 million term loan B quoted at 99¼ bid, 99¾ offered on the open and then it moved up to 99½ bid, par offered, according to a trader.

Pricing on the term loan B, as well as on a $20 million revolver, is Libor plus 600 bps with a 1.75% Libor floor, and the tranches were sold at an original issue discount of 98.

During syndication, pricing on the $195 million senior secured credit facility (B2/B+) was increased from Libor plus 550 bps and the discount widened from 981/2.

Macquarie Capital is the arranger and bookrunner on the deal.

Encompass buying Ascent

Proceeds from Encompass' credit facility will be used to fund the acquisition of the content distribution business of Ascent Media Corp. for about $120 million, including about $113 million in cash and the assumption of debt and obligations totaling roughly $7 million.

As part of the transaction, Tennenbaum Capital Partners, a current lender and equity holder in the company, is rolling over $95 million of existing mezzanine debt into a new second-lien term loan that was not syndicated.

Closing is expected on Feb.28, now that approval from Ascent shareholders was received.

At close, senior leverage will be 3.4 times and total leverage will be 5.3 times.

Encompass is a Los Angeles-based digital media services provider.

Petco heads higher

Petco Animal Supplies Inc.'s $1.225 billion 61/2-year covenant-light term loan moved to par ½ bid, par ¾ offered, after breaking recently at par 3/8 bid, par 3/4, according to a trader.

Pricing on the term loan is Libor plus 325 bps, after firming at the tight end of the Libor plus 325 bps to 350 bps talk, with a 1.25% Libor floor, and it was sold at par. There is 101 soft call protection for six months.

Credit Suisse, JPMorgan and Bank of America Merrill Lynch are leading the deal that is being used to refinance an existing covenant-light term loan that is priced at Libor plus 450 bps with a 1.5% Libor floor and was sold at an original issue discount of 99. Lenders are getting paid down at 101 since the existing loan provides for one year of 101 soft call protection.

Petco, a San Diego-based specialty retailer of pet food, supplies and services, obtained the existing loan late last year to fund a dividend recapitalization.

Summit reworks loan

Switching to the primary market, Summit Entertainment announced revisions to the size, pricing, maturity, call protection and repayment requirements on its term loan and is now hoping to allocate and close the deal during the week of Feb. 28, according to a source.

The term loan is now $550 million, down from $600 million, with a 51/2-year maturity, shortened from a seven-year maturity, the source said.

Regarding pricing, the loan is set at Libor plus 600 bps with a 1.5% Libor floor and an original issue discount of 98, compared to initial talk of Libor plus 525 bps to 550 bps with a 1.5% floor and a discount of 981/2.

Furthermore, the loans saw the addition of 101 soft call protection for one year, compared to no call protection under the original terms, the source continued.

Summit sweetens sweeps

Summit Entertainment also modified the 75% cash flow sweep from the Breaking Dawn I and II movies so that it is less $5 million, as opposed to less $15 million, the source remarked.

Also, the credit agreement now includes a 50% IPO sweep, versus no IPO sweep previously, the source added.

The company's $750 million senior secured credit facility (B1/B), down from $800 million, also includes a $200 million revolver.

J.P. Morgan and UBS are the co-lead arrangers on the deal that will be used to repay existing debt, for working capital needs and general corporate purposes and to fund a dividend.

Summit Entertainment is a Santa Monica, Calif.-based independent film studio.

Fairway revisions emerge

Fairway Market also came out with changes to its credit facility, increasing its six-year term loan to $175 million from $150 million and reducing pricing and the original issue discount, while leaving the 5 p.m. ET Friday commitment deadline unchanged, according to a market source.

Under the revisions, pricing on the term loan, as well as on a $25 million five-year revolver, is Libor plus 600 bps, down from Libor plus 700 bps, and the original issue discount is 99, down from 98, the source said, adding that there is still a 1.5% Libor floor.

Credit Suisse, Bank of America Merrill Lynch and Jefferies are the lead banks on the $200 million deal, up from $175 million, which will be used to refinance an existing credit facility and provide some cash for future store expansion. The additional proceeds from the term loan upsizing will be used to repay subordinated debt.

Fairway is a supermarket chain with locations in New York, New Jersey and Connecticut.

Ntelos sets talk

Ntelos held a conference call at noon ET on Friday to launch its $751 million first-lien term loan, at which time price talk of Libor plus 300 bps with a 1% Libor floor and a par offer price was disclosed, according to a market source, who said that 101 soft call protection for six months is also being offered.

J.P. Morgan and UBS are the joint lead arrangers on the deal that will be used to reprice existing term loan debt.

Current pricing on the first-lien term loan debt is Libor plus 375 bps with a 2% Libor floor. The debt includes an originally sized $125 million incremental term loan obtained in 2010 and an originally sized $635 million term loan obtained in 2009.

The incremental loan had been sold at an original issue discount of 99¾ and was used for the acquisition of FiberNet, while the 2009 loan was sold at an original issue discount of 99 and was used to refinance debt.

Ntelos is a Waynesboro, Va.-based provider of wireless and wireline communications services.

Great Point reveals guidance

Great Point Power announced price talk of Libor plus 300 bps to 325 bps with a 1% Libor floor and a par offer price on its proposed $220 million term loan as the deal was also launched with a conference call on Friday, according to sources.

Barclays is the lead bank on the deal that will be used to reprice/refinance a term loan that was obtained early last year to fund the acquisition of four power generation plants and a stake in the Neptune transmission facility from Energy Investors Funds.

Pricing on the existing term loan is Libor plus 350 bps with a 2% Libor floor, and it was sold at an original issue discount of 99.

Great Point Power, a portfolio company of ArcLight Capital Partners LLC, is a power generation company.

General Chem whispers talk

General Chemical is scheduled to hold a conference call on Monday to launch a repricing of its $425 million term loan, and chatter is that the deal is being guided at Libor plus 350 bps to 375 bps with a 1.5% Libor floor, a par offer price and 101 soft call protection for one year, according to a market source.

Official price talk on the loan is not yet available, a second source added.

The existing term loan is priced at Libor plus 500 bps with a 1.75% Libor floor, and was sold at an original issue discount of 98½ when it was obtained late last year for a dividend recapitalization. There is call protection of 102 in year one and 101 in year two, so, with the repricing, lenders are getting paid down at 102.

Goldman Sachs is the lead bank on the deal.

General Chemical is a Parsippany, N.J.-based manufacturer of organic and inorganic chemicals.

Affordable Care wraps deal

In other news, Affordable Care Inc. was scheduled to close on its $155 million senior credit facility on Friday that consists of a $145 million term loan and a $10 million revolver, according to a market source.

Pricing on the facility is Libor plus 500 bps with a 1.5% Libor floor, and it was sold at an original issue discount of 981/2. The term loan includes a step-down to Libor plus 475 bps based on the company meeting a leverage test, which was added during syndication.

GE Capital, NXT Capital and Golub Capital acted as the lead banks on the deal that is being used to refinance existing debt and pay a roughly $83 million dividend to sponsor American Capital. The dividend was upsized from an initially proposed amount of $80 million.

Affordable Care is Kinston, N.C.-based provider of practice management services and on-site denture laboratories focused exclusively on dentures.

Cedar Fair closes

Cedar Fair Entertainment Co. closed on its $1.175 billion term loan (Ba2/BB-) due December 2017 that is priced at Libor plus 300 bps with a 1% Libor floor and was sold at par, according to a news release. There is 101 soft call protection until August.

During syndication, pricing firmed at the low end of the Libor plus 300 bps to 325 bps talk and the Libor floor was reduced from 1.25%.

J.P. Morgan acted as the lead bank on the deal that was used to reprice/refinance an existing term loan obtained in the summer of 2010 as part of a refinancing at pricing of Libor plus 400 bps with a 1.5% Libor floor. The loan had been sold at an original issue discount of 99.

As part of the refinancing, the general distribution basket was increased to $60 million from $20 million for 2011, reverting back to $20 million beginning in 2012, and the parameters surrounding the excess cash flow sweep have been widened for 2012 and thereafter.

Cedar Fair is a Sandusky, Ohio-based regional amusement-resort operator.

DineEquity completes deal

DineEquity Inc.'s closed on its $742 million term loan B that is priced at Libor plus 300 bps with a 1.25% Libor floor and was sold at par. There is 101 soft call protection for one year.

Barclays and Goldman Sachs acted as the lead banks on the deal that was used to reprice/refinance the company's existing B loan obtained in 2010 to refinance existing debt. The tranche is priced at Libor plus 450 bps with a 1.5% floor, was sold at a discount of 99 and includes 101 soft call protection for one year. It was sized at $900 million, but has been paid down through free cash flow and asset sales proceeds.

In addition, the company upsized its revolver to $75 million from $50 million. Pricing on the revolver is remaining at Libor plus 450 bps with a 1.5% Libor floor.

DineEquity is a Glendale, Calif.-based owner of Applebee's Neighborhood Grill & Bar and IHOP Restaurants.

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