Wastequip, Butler, Aramark talk emerges; Navistar sets call premiums; CGG tweaks deal

By Sara Rosenberg

New York, Jan. 5 - Wastequip Inc. and Butler Animal Health Supply LLC came out with price talk on their new loans, and Navistar International Corp. detailed call premiums on its credit facility, as the deals were all launched into syndication during the session. Also, Aramark Corp. began whispering around official spread guidance on its $4 billion-plus credit facility as the deal's Monday retail bank meeting is nearing.

In other primary happenings, Compagnie Generale de Geophysique (CGG) upsized its term loan B while lowering pricing and adding a step down, and Plastech Engineered Products Inc.'s anticipated revised credit facility structure is rumored by sources to include less second-lien debt and more ABL and first-lien debt as well as higher pricing on the term loan tranches.

Wastequip held a bank meeting on Friday to present its $381 million credit facility (B+) to investors, and at the launch, the company revealed that price talk is Libor plus 250 basis points on all of the loan tranches, according to a market source.

Tranching on the deal is comprised of a $50 million five-year revolver, an $85 million six-year delayed-draw term loan B and a $246 million six-year term loan B.

Credit Suisse is the lead bank on the credit facility that will be used to help fund Odyssey Investment Partners, LLC's leveraged buyout of the company from DLJ Merchant Banking Partners.

Completion of the transaction is expected to occur in the first quarter of 2007.

Wastequip is a Cleveland-based designer, manufacturer and marketer of equipment used to collect, process and transport solid, liquid and semi-liquid waste materials.

Butler add-on price talk

In other pricing news, Butler Animal Health Supply opted to present its $50 million of first- and second-lien term loan add-on debt to lenders Friday with price talk that is in line with existing spreads, according to a market source.

The $20 million add-on to the company's first-lien term loan B (Ba3/B) was launched at Libor plus 275 bps with a step down to Libor plus 250 bps at 3½ times total leverage, and the $30 million add-on to the company's second-lien term loan (Caa1/CCC+) was launched at Libor plus 600 bps with a step down to Libor plus 575 bps at 3½ times total leverage, the source said.

Bear Stearns is the lead bank on the deal that was launched with a conference call.

Proceeds will be used to fund a dividend to the owners, Oak Hill Capital Partners II LP and Darby Group Cos. Inc.

Butler Animal is a Dublin, Ohio, distributor of veterinary supplies.

Navistar details call protection

Navistar announced during its Friday conference call that its $1.3 billion credit facility would be non-callable for one year and then callable at 101 in year two and par thereafter, according to an 8-K filed with the Securities and Exchange Commission.

As was previously reported, the senior unsecured facility is comprised of a $200 million five-year synthetic revolver and a $1.1 billion five-year senior unsecured term loan, with both tranches talked at Libor plus 350 bps.

Investor commitments are due on Jan. 12 with closing targeted for the week of Jan. 15.

JPMorgan, Credit Suisse, Bank of America and Citigroup are the lead banks on the deal, with JPMorgan the left lead.

Proceeds will be used to replace the company's existing senior unsecured $1.3 billion unsecured term loan, which expires in March 2009.

Navistar is a Warrenville, Ill., producer of commercial truck, school bus and mid-range diesel engines.

Aramark floats talk

Official Aramark spread guidance began making its way around the market as the company is getting ready to kick off the retail syndication on its $4.51 billion credit facility with a bank meeting Monday, according to a market source.

The $600 million six-year revolver is being talked at Libor plus 200 bps, and the $250 million seven-year synthetic letter-of-credit facility and $3.66 billion seven-year term loan B are being talked in the Libor plus 250 bps area, the source said.

Prior to Friday, no official price talk had been out on the deal, but various filings with the Securities and Exchange Commission had the revolver expected at Libor plus 200 bps if the deal is rated B1/B+ or better, otherwise Libor plus 225 bps, and the institutional debt expected at Libor plus 225 bps if the deal is rated B1/B+ or better, otherwise at Libor plus 250 bps.

When the deal was first announced, the term loan B was anticipated to carry a size of $3.755 billion; however, this past Thursday the tranche was downsized by $95 million as the company decided to keep more of its existing debt in place.

Goldman Sachs and JPMorgan are joint bookrunners, joint lead arrangers and co-syndication agents on the deal that has sparked a flurry of investment interest as orders are already pouring in to the books.

Proceeds from the facility, along with $2.27 billion of bonds, will be used to help fund the buyout of Aramark by chairman and chief executive officer Joseph Neubauer and a group of investors.

Originally, the bond offering was expected to be sized at $2.47 billion but it was scaled back a few weeks ago as the sponsors decided to contribute an additional $200 million of equity.

Under the acquisition agreement, Neubauer and investment funds managed by GS Capital Partners, CCMP Capital Advisors and J.P. Morgan Partners, Thomas H. Lee Partners and Warburg Pincus LLC will acquire Aramark in a transaction valued at $8.3 billion, including the assumption or repayment of about $2 billion of debt.

In connection with the buyout, Aramark will redeem about $300 million of its 6.375% notes due February 2008, $300 million of its 7% notes due May 2007 and $31.6 million of its 7.25% notes and debentures due August 2007.

The transaction is expected to be completed at the end of January.

Aramark is a Philadelphia-based professional services company that provides food, hospitality, facility management services as well as uniform and work apparel.

CGG upsizes, trims spread

CGG proved the recent rumors true as official word came down that the seven-year term loan B has been upsized with lower pricing and the addition of a step down, according to a market source.

The term loan B is now sized at $1 billion, up from $800 million, pricing was cut to Libor plus 200 bps from Libor plus 225 bps, and a step down is now included in the transaction under which pricing will drop to Libor plus 175 bps upon achievement and maintenance of Ba1/BB ratings, the source said.

The term loan B is more than two times oversubscribed, which is why the market had been speculating that changes were coming.

As a result of the term loan B upsizing, the company's upcoming bond offering has been decreased by $200 million, the source added.

CGG's now $1.3 billion credit facility (Ba2/BB-) also includes a $300 million equivalent revolver priced at Libor plus 225 bps - in line with original talk.

Of the total revolver amount, $100 million will be in dollars and $200 million equivalent will be in euros.

Credit Suisse and RBC Capital are the lead banks on the deal, with Credit Suisse the left lead.

Proceeds from the facility will be used to help fund the acquisition of Veritas DGC Inc. for $3.1 billion.

CGG is a Massy, France-based provider of seismic data acquisition, processing and reservoir services to clients in the oil and gas exploration and production business. Veritas is a Houston-based provider of integrated geophysical information and services to the petroleum industry.

Plastech may up first-lien debt

It has been speculated that Plastech Engineered Products will restructure and remarket its credit facility, and now, as people expect new details on the loan to surface around Tuesday or Wednesday, there are rumors about what the new deal might look like.

Sources have said that the restructured deal might be "somewhere along the lines" of a $615 million credit facility consisting of a $225 million ABL revolver at Libor plus 200 bps, a $265 million first-lien term loan B at Libor plus 550 bps with call protection of 102 in year one and 101 in year two, and a $125 million second-lien term loan at Libor plus 900 bps with a grid.

Originally, the deal was launched in November 2006 as a $600 million credit facility consisting of a $200 million ABL revolver (B1/BB) talked at Libor plus 200 bps, a $250 million first-lien term loan B (B2/B+) talked at Libor plus 450 to 500 bps and a $150 million second-lien term loan (Caa2/B-) talked at Libor plus 750 to 800 bps.

The term loan B was launched with 101 soft call protection for one year, and the second-lien term loan was launched with call protection of 102 in year one and 101 in year two.

As syndication progressed, pricing guidance on the first-lien term loan B narrowed to Libor plus 475 to 500 bps, and then expectations emerged that final pricing would end up at the high end of talk at Libor plus 500 bps.

In addition, the market was anticipating that pricing on the ABL revolver would end up in line with initial talk since the tranche was oversubscribed.

As for the second-lien term loan, market chatter around mid-December was that the tranche would undergo some significant changes, with pricing expected to come wider than the original guidance and additional call premiums expected to be layered into the deal.

No official word on second-lien changes or final pricing on the first-lien term loan B and ABL revolver ever emerged before the end of 2006.

Goldman Sachs is the lead bank on the deal that will be used to refinance existing debt.

Plastech is a Dearborn, Mich., maker of blow-molded and injection-molded plastic products, primarily for the automotive industry.

Delphi cuts pricing

Delphi Corp. reverse flexed pricing on the first- and second-lien term loan tranches under its $4.496 billion debtor-in-possession financing facility due Dec. 31, 2007, according to a market source.

With the changes, the $250 million first-lien term loan B (Ba1/BBB+/BB) is now priced at Libor plus 225 bps, down from original talk at launch of Libor plus 250 bps, and the $2.496 billion second-lien term loan C (Ba3/BBB-/BB-) is now priced at Libor plus 275 bps, down from original talk at launch of Libor plus 300 to 325 bps, the source said.

Pricing on Delphi's $1.75 billion revolver (Ba1/BBB+/BB) was left unchanged at Libor plus 250 bps, the source added.

JPMorgan, Citigroup and Deutsche Bank are joint lead arrangers and joint bookrunners on the revolver and term loan B, JPMorgan is lead arranger on the second lien, and JPMorgan, Merrill Lynch and UBS are joint bookrunners on the second lien. JPMorgan is the administrative agent on the entire DIP facility, Citi is the syndication agent and Deutsche is documentation agent.

Proceeds from the revolver and the term loan B will be used to repay borrowings under the existing DIP facility and for working capital, and proceeds from the second lien will be used to prepay pre-petition bank debt.

Delphi is a Troy, Mich., automotive electronics manufacturer.

Secondary stronger

Moving to the secondary, conditions continued to feel good during Friday's session with the overall market up by about an eighth of a point, including such names as Houghton Mifflin Riverdeep Group plc, Momentive Performance Materials Inc. and Charter Communications Inc.

Houghton Mifflin Riverdeep Group, a Dublin, Ireland-based provider of educational products, saw its term loan B close the day at 101 1/8 bid, 101 3/8 offered, up from par 7/8 bid, 101 1/8 offered, according to a trader.

Momentive Performance Materials, a Wilton, Conn.-based supplier of silicone-based products, silanes, sealants, urethane additives and adhesives, and high-purity fused quartz and ceramics materials, saw its term loan B close the day at par ¼ bid, par 5/8 offered, up from par bid par 3/8 offered, the trader continued.

And, Charter, a St. Louis-based broadband communications company, saw its term loan B close the day at par 7/8 bid, 101 1/8 offered, up from par ¾ bid, 101 offered, the trader added.

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