ABRA Auto Body, ClubCorp, Gray Television, TNT Crane break; Templar Energy changes emerge

By Sara Rosenberg

New York, Sept. 12 – ABRA Auto Body & Glass lowered spreads on its first- and second-lien term loans, updated original issue discounts and freed up for trading on Friday, and ClubCorp Club Operations Inc., Gray Television Inc. and TNT Crane (North American Lifting Holdings Inc.) hit the secondary market as well.

In more happenings, Templar Energy LLC modified its second-lien term loan to make it a fungible add-on instead of a stand-alone tranche, updated spread and original issue discount talk and proposed an increase to existing term loan pricing to match the add-on.

Also, Flavors Holdings Inc. came out with price talk on its first- and second-lien term loans as the debt was launched to investors in the morning, and Answers Corp., Callon Petroleum Co., Victory Capital Management, Sage Automotive Holdings Inc. and Intrawest Resorts Holdings Inc. joined the near-term calendar.

ABRA reworked

ABRA Auto Body & Glass cut pricing on its $275 million seven-year first-lien covenant-light term loan (B1) to Libor plus 375 basis points from talk of Libor plus 400 bps to 425 bps, set the original issue discount at 99¼, the middle of the 99 to 99½ guidance and extended the 101 soft call protection to one year from six months, according to a market source. The 1% Libor floor was unchanged.

Meanwhile, pricing on the $130 million eight-year second-lien covenant-light term loan (Caa1) was lowered to Libor plus 725 bps from Libor plus 750 bps and the discount was tightened to 99¼ from 99, while the 1% Libor floor and call protection of 102 in year one and 101 in year two were left intact, the source said.

The company’s $475 million credit facility also includes a $70 million revolver.

ABRA starts trading

With final terms in place, ABRA’s debt made its way into the secondary market on Friday with the first-lien term loan quoted at 99¾ bid, par ¼ offered and the second-lien term loan quoted at par bid, par ½ offered, a trader remarked.

Bank of America Merrill Lynch, GE Capital Markets, Deutsche Bank Securities Inc. and Nomura are leading the deal that will be used to help fund the company’s recent buyout by Hellman & Friedman LLC and senior management from Palladium Equity Partners LLC.

ABRA is a Brooklyn Park, Minn.-based provider of vehicle damage repair services.

ClubCorp frees up

ClubCorp’s fungible $250 million add-on senior secured covenant-light term loan (B+) due July 24, 2020 broke, with levels seen at 99½ bid, par offered, according to a trader.

Pricing on the loan is Libor plus 350 bps with a 1% Libor floor and it was sold at an original issue discount of 99¼, after firming the other day at the midpoint of the 99 to 99½ talk. There is 101 soft call protection for six months.

In connection with the new loan, pricing on the company’s existing term loan is being increased to match the add-on pricing from Libor plus 300 bps with a 1% Libor floor.

Citigroup Global Markets Inc. and Deutsche Bank Securities Inc. are leading the deal.

ClubCorp buying Sequoia

Proceeds from ClubCorp’s term loan will be used with existing liquidity to fund the $265 million acquisition of Sequoia Golf.

Closing is expected on Sept. 30, subject to the amendment of the company’s credit facility to provide the new term loan debt and customary conditions.

With this transaction, leverage is expected to be around 4.5 times.

ClubCorp is a Dallas-based owner and operator of private golf and country clubs, business, sports, and alumni clubs. Sequoia is an Atlanta-based golf course ownership and management company.

Gray Television tops OID

Gray Television’s fungible $100 million add-on term loan B hit the secondary as well, with levels seen at 99½ bid, par offered, a source said.

The add-on term loan B is priced at Libor plus 300 bps with a 0.75% Libor floor, in line with the existing term loan B, and was sold at an original issue discount talk of 99.

During syndication, the add-on loan was upsized from $75 million.

Wells Fargo Securities LLC is leading the deal that will be used to help fund the roughly $128 million acquisition of WJRT-TV and WTVG-TV from SJL Holdings LLC.

Closing is expected in the third or fourth quarter, subject to receipt of regulatory and other approvals.

Gray Television is an Atlanta-based television broadcast company.

TNT Crane breaks

Another deal to free up was TNT Crane, with both its $70 million incremental first-lien term loan due November 2020 and $15 million incremental second-lien term loan due November 2021 quoted at par bid, 101 offered, according to a market source.

Pricing on the incremental first-lien term loan, which was upsized from $65 million, is Libor plus 450 bps with a 1% Libor floor and it was sold at an original issue discount of 99½.

The incremental second-lien term loan, which was downsized from $20 million, is priced at Libor plus 900 bps with a 1% Libor floor and was also issued at 99½.

Spreads and floors on the incremental term loans match existing first- and second-lien term loan pricing.

Macquarie Capital is leading the fungible incremental senior secured term loans that will be used to fund recent acquisitions and pay down revolving credit facility borrowings.

TNT Crane is a Houston-based provider of lifting services and equipment to customers in the energy and industrial infrastructure end markets.

Templar restructures

Back in the primary, Templar Energy changed its $550 million senior secured second-lien covenant-light term loan (B3/B-) due Nov. 25, 2020 to make it fungible with the existing $900 million second-lien term loan as opposed to being a stand-alone tranche, revised price talk to Libor plus 750 bps from Libor plus 750 bps to 775 bps, and moved the original issue discount to 97 from 98, a market source said.

The loan has a 1% Libor floor and has hard call protection of 102 through Nov. 25, 2014 and 101 through Nov. 25, 2015.

With the revision to an add-on structure, the company is offering existing second-lien term loan lenders a bump in pricing to Libor plus 750 bps with a 1% Libor from Libor plus 700 bps with a 1% Libor floor, the source remarked.

Other changes made were an amendment to the definition of permitted liens and the removal of the free and clear accordion basket. The accordion is now set at additional amounts up to 3.75 times secured net leverage subject to 50 bps MFN with a sunset on May 25, 2015.

Templar deadline

Templar Energy is asking for recommitments to its new second-lien term loan debt by 2 p.m. ET on Tuesday, the source added.

Citigroup Global Markets Inc., Barclays, Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc. and Natixis are leading the deal that will be used to help fund acquisition of Newfield’s Anadarko Basin Granite Wash assets.

The add-on will be effected via a consent by existing term loan holders.

Templar Energy is an Oklahoma City-based exploration and production company.

Flavors sets guidance

Flavors Holdings held its bank meeting on Friday morning, and shortly before the event began, price talk on the first- and second-lien term loans was announced, according to a market source.

The $365 million six-year first-lien term loan (B2/B) is talked at Libor plus 550 bps with a 1% Libor floor and an original issue discount of 99, and the$75 million seven-year second-lien term loan (Caa1/B-) is talked at Libor plus 950 bps with a 1% Libor floor and a discount of 98½, the source said.

As previously reported, the first-lien term loan has 101 soft call protection for one year, and the second-lien term loan has call protection of 103 in year one, 102 in year two and 101 in year three.

The company’s $490 million credit facility also includes a $50 million revolver (B2/B).

Commitments are due on Sept. 26.

Flavors lead banks

Credit Suisse Securities (USA) LLC, Jefferies Finance LLC, Deutsche Bank Securities Inc. and PNC Capital Markets are leading Flavors’ credit facility.

Proceeds will be used to fund the acquisition of Merisant Co. by Mafco Worldwide.

Merisant is a producer of low-calorie tabletop sweeteners. Mafco is a Camden, N.J.-based manufacturer of licorice extract and related derivatives for use as flavoring and moistening agents.

Answers details emerge

Answers scheduled a bank meeting for 10 a.m. ET in New York on Tuesday to launch a $535 million credit facility to help fund its buyout by Apax Partners from Summit Partners, TA Associates and founder shareholders, according to a market source.

The facility consists of a $40 million five-year revolver, a $320 million seven-year first-lien covenant-light term loan and a $175 million eight-year second-lien covenant-light term loan, the source said.

Commitments are due on Sept. 30.

When the buyout was first announced, it was said that the company would be getting financing via left lead arranger and administrative agent Credit Suisse Securities (USA) LLC, but details were undisclosed.

Closing is expected in the fourth quarter.

Answers is a St. Louis-based provider of cloud-based services that enhance customer acquisition and brand engagement.

Callon sets timing

A launch date emerged on Callon Petroleum Co.’s proposed $275 million second-lien term loan, with the bank meeting planned to take place on Wednesday, a source said.

J.P. Morgan Securities LLC is leading the deal that will be used with proceeds from the sale of 12.5 million shares of common stock to fund the $212.6 million acquisition of certain undeveloped acreage and oil and gas producing properties located in Midland, Andrews, Martin and Ector Counties, Texas, refinance an existing second-lien term loan and pay down revolving credit facility borrowings.

Also, the company plans to amend its revolver to increase the borrowing base to $250 million.

Pro forma debt to EBITDA is expected around 2.6 times.

Closing is expected in early October, subject to customary conditions.

Callon is a Natchez, Miss.-based energy company focused on the acquisition, development, exploration, and operation of oil and gas properties in the Permian Basin in West Texas.

Victory coming soon

Victory Capital Management set a bank meeting for 11:30 a.m. ET in New York on Tuesday to launch a $335 million senior secured credit facility, according to a market source.

The facility consists of a $25 million revolver and a $310 million term loan B, the source said.

Morgan Stanley Senior Funding Inc. and Credit Suisse Securities (USA) LLC are leading the deal that will be used to help fund the acquisition of Munder Capital Management.

Additional equity financing for the company will be led by funds managed by Crestview Partners and Reverence Capital Partners.

The acquisition will form a new independent investment advisory firm headquartered in Cleveland, Ohio.

Sage joins calendar

Sage Automotive surfaced with plans to hold a bank meeting at 2 p.m. ET in New York on Thursday to launch a $220 million credit facility, a market source remarked.

The facility consists of a $30 million revolver, a $150 million six-year first-lien term loan with a 1% Libor floor and a $40 million seven-year second-lien term loan with a 1% Libor floor, the source continued.

UBS AG and Nomura are leading the deal that will be used to help fund the buyout of the company by Clearlake Capital from the Gores Group.

Sage Automotive is a Greensville, S.C.-based supplier of high-performance specialty fabric materials for automobiles.

Intrawest readies add-on

Intrawest Resorts scheduled a call for Monday to launch a $60 million add-on term loan, according to a market source.

Bank of America Merrill Lynch is leading the deal that will be used to fund the C$58 million acquisition of the 50% interest in Blue Mountain Ski Resort in Ontario that it does not already own from Blue Mountain Resorts Holdings Inc.

Closing is expected by the end of this month.

Intrawest is a Denver-based mountain resort and adventure company.

Charter closes

In other news, Charter Communications Operating LLC completed its $3.5 billion seven-year first-lien term loan G that is priced at Libor plus 350 bps with a 0.75% Libor floor and was sold at an original issue discount of 99½, a news release said. There is 101 soft call protection for one year.

During syndication, the deal was restructured and downsized from a $3.2 billion six-year term loan G talked at Libor plus 275 bps to 300 bps with a 0.75% Libor floor, a discount of 99½ and 101 soft call protection for six months, and a $4.2 billion seven-year term loan H talked at Libor plus 275 bps to 300 bps with a 0.75% Libor floor, a discount of 99 and 101 soft call protection for six months.

After the restructuring, the offer price on the term loan G was changed to 99 and then back to 99½.

Goldman Sachs Bank USA, Bank of America Merrill Lynch, Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc. led the deal.

Charter funding acquisition

Proceeds from Charter’s term loan G, which were put in escrow, will be used help finance the purchase of customers and systems from Comcast Corp.

The acquisitions are conditioned on the completion of the merger of Comcast and Time Warner Cable, as well as the receipt of Hart-Scott-Rodino, FCC and other required regulatory approvals, Charter shareholder approval and various other matters.

Under the agreement, following the close of the Comcast-Time Warner Cable merger, Charter will buy systems serving about 1.4 million of the prior Time Warner Cable video customers for an estimated value of $7.4 billion based on projected 2014 EBITDA.

In addition, Charter will own about 33% of the new publicly traded cable provider (SpinCo) to be spun off by Comcast serving about 2.5 million customers, and Comcast shareholders, including the former Time Warner Cable shareholders, will own about 67% of SpinCo.

Charter is a Stamford, Conn.-based broadband communications company and cable operator.

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