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Published on 10/1/2007 in the Prospect News Bank Loan Daily.

Bausch & Lomb, NV Broadcasting, PRA set talk; Flextronics firms OIDs; LCDX trades up

By Sara Rosenberg

New York, Oct. 1 - Bausch & Lomb Inc. announced price talk on its multi-billion-dollar deal at its Monday afternoon bank meeting, and NV Broadcasting LLC and PRA International came out with price talk on their credit facilities as both of these deals are getting ready to launch with bank meetings later this week.

Also, in the primary, Flextronics International Ltd. firmed up the original issue discounts on its term loan tranches.

Meanwhile, in the secondary, LCDX was stronger as the cash market had an improved tone and equities were up.

Bausch & Lomb held a bank meeting in New York on Monday to kick off syndication on its proposed $2.475 billion senior secured credit facility (B1/B+), and in conjunction with the launch, price talk surfaced, according to market sources.

The $500 million six-year revolver, $1.1 billion 71/2-year U.S. term loan, $575 million 71/2-year term loan denominated in the euro equivalent and $300 million 71/2-year delayed-draw term loan are all being talked at Libor/Euribor plus 325 basis points, sources said.

The U.S., euro and delayed-draw term loans are being offered to investors at an original issue discount of 981/2, sources added.

The delayed-draw term loan is delayed-draw until Dec. 31, 2009.

The facility has a total net leverage covenant.

A bank meeting to launch the deal to European investors is scheduled to take place on Tuesday in London.

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

Proceeds will be used to help fund the buyout of the company by Warburg Pincus for $65.00 per share in cash. The transaction is valued at $4.5 billion, including about $830 million of debt.

The company will also be getting $400 million of senior notes, $175 million of senior PIK toggle option notes and $175 million of senior subordinated notes.

Previously, based on filings with the Securities and Exchange Commission, it was thought that the company would get a $2.225 billion credit facility consisting of a $300 million delayed-draw term loan, a $500 million revolver and $1.425 billion in term loan debt, and $1.05 billion of senior unsecured notes and/or senior subordinated unsecured notes.

Other buyout financing will come from $1.857 billion in equity.

For the last 12 months ended June 30, the company generated revenue of $2.4 billion and pro forma adjusted EBITDA of $346.5 million.

Pro forma for the transaction, senior secured leverage is 4.8 times, total leverage is 7.1 times and net leverage is 6.7 times.

The total purchase price for the transaction, including fees and expenses, represents approximately 12.5 times pro forma last-12-months adjusted EBITDA.

The buyout is expected to close in late October.

Bausch & Lomb is a Rochester, N.Y., eye health company.

NV Broadcasting price talk

NV Broadcasting (New Vision Television) released price talk on its credit facility in preparation for the Tuesday bank meeting that will launch the transaction into syndication, according to a market source.

The $25 million six-year revolver is being talked at Libor plus 300 bps, the $215 million six-year first-lien term loan B is being talked at Libor plus 300 bps and the $120 million seven-year second-lien term loan is being talked at Libor plus 650 bps to 675 bps, the source said.

The second-lien term loan is non-callable for one year, then at 102 in year two and 101 in year three, the source added.

Both the first- and second-lien debt contain total leverage and minimum interest coverage covenants.

NV Broadcasting's $390 million credit facility also includes a $30 million senior unsecured holdco loan.

UBS Investment Bank is the lead bank on the deal.

Proceeds will be used to help fund New Vision's acquisition of Montecito Broadcast Group, LLC and to refinance existing debt.

Upon completion of the acquisition, Los Angeles-based New Vision Television will own and operate nine major affiliated television stations and, through joint sales or local market agreements, will provide sales and other services to two other stations. These stations are in eight markets across the southern, midwestern and northwestern United States.

PRA floats guidance

PRA International also came out with price talk on its senior secured credit facility as it gears up for a Wednesday bank meeting that will kick off syndication, according to a market source.

The $40 million revolver and the $170 million first-out term loan are both being talked at Libor plus 325 bps, the source said.

The first-out term loan will be offered to investors with an original issue discount of 98, the source continued.

Meanwhile, price talk on the $85 million first-loss term loan is not available because the tranche has already been placed, the source added.

UBS Securities LLC and Jefferies Finance LLC are the joint lead arrangers and joint bookrunners on the $295 million senior secured deal.

Proceeds, along with $170 million in mezzanine financing, will be used to help fund the buyout of the company by Genstar Capital, LLC for $30.50 in cash per share. The transaction is valued at about $790 million.

Originally, the company expected to finance the buyout with a $40 million six-year revolver expected at Libor plus 275 bps, a $255 million seven-year first-lien term loan expected at Libor plus 275 bps, a $115 million 71/2-year second-lien term loan expected at Libor plus 650 bps and $55 million of mezzanine debt, according to filings with the Securities and Exchange Commission.

PRA is a Reston, Va., clinical research organization.

Flextronics sets OIDs

Flextronics finalized the original issue discounts in its $2.5 billion in senior unsecured term loan debt (Ba1/BB+) and expects syndication to wrap at the end of this week or early next week, according to a market source.

The discount on the $500 million five-year term loan B-1 firmed at 99¼ and the discount on the $2 billion seven-year term loan B-2 firmed at 99, the source said. At launch, both tranches were talked with a discount in the 99 area.

Pricing on the term loan B-1 and term loan B-2 is set at Libor plus 225 bps, in line with initial talk, the source added.

The term loan B-2 carries 101 soft call protection for one year. The term loan B-1 does not carry any call protection.

Citigroup is the lead bank on the deal.

Proceeds from the term loans are being used to help fund the acquisition of Solectron Corp. for $3.6 billion, which was completed on Monday, and to refinance debt.

Flextronics is a Singapore-based electronics manufacturing services provider. Solectron is a Milpitas, Calif.-based provider of complete product lifecycle services.

LCDX heads higher

Moving to the secondary market, LCDX was noticeably better on Monday, following along with the positive tone in the cash market and the rise in equities, according to traders.

The index closed out the day at 97.05 bid, 97.15 offered, according to one trader, and at 97.00 bid, 97.10 offered, according to a second trader. It traded as low as 96.70 during the session.

On Friday, the index went out at 96.85 bid, 96.95 offered.

Although the cash market felt good, trading activity was pretty light as investors seemed to be focusing more on the primary market, traders explained.

Meanwhile, stocks saw some nice gains, with Nasdaq closing up 39.49 points, or 1.46%, Dow Jones Industrial Average closing up 191.92 points, or 1.38%, S&P 500 closing up 20.29 points, or 1.33%, and NYSE closing up 145.22 points, or 1.45%.

Spectrum Brands closes

Spectrum Brands, Inc. closed on its new $225 million asset-based revolving credit facility (NA/NA/B) that is priced at Libor plus 225 bps, according to a company news release.

During syndication, pricing on the revolver had been talked at Libor plus 175 bps to 200 bps.

Goldman Sachs and Wachovia acted as the lead banks on the deal.

Proceeds are available to finance seasonal working capital and other general corporate needs.

Concurrently with the closing of the revolver, the company used $200 million in cash on hand to pay down the $200 million term loan B2.

Spectrum Brands is an Atlanta-based consumer products company and a supplier of batteries and portable lighting, lawn and garden care products, specialty pet supplies, shaving and grooming and personal care products, and household insecticides.

EV Energy closes

EV Energy Partners, LP closed on its $500 million amended and restated credit facility, according to a news release.

The facility is subject to a borrowing base that will initially be $275 million.

Proceeds were used to fund the acquisition of oil and gas properties in the Permian Basin from Plantation Operating, LLC for an adjusted purchase price of $155.8 million subject to customary post-closing adjustments.

EV Energy is a Houston-based master limited partnership engaged in acquiring, producing and developing oil and gas properties.

Teleflex closes

Teleflex Inc. closed on its $1.8 billion credit facility that consists of a $1.4 billion term loan and a $400 million revolver, with both tranches priced at Libor plus 150 bps, according to a news release.

Bank of America and JPMorgan acted as the lead banks on the deal.

Proceeds were used to help fund the acquisition of Arrow International, Inc. for $45.50 per share, for a transaction value of about $2 billion.

"We are pleased with the structure of our permanent financing and the success of our bank syndication which was oversubscribed. With recent volatility in the financing markets, we considered several options for the capital structure and were successful in securing financing at aggregate borrowing costs that were in line with our original expectations," Kevin K. Gordon, executive vice president and chief financial officer, said in the release.

Teleflex is a Limerick, Pa., designer, manufacturer and distributor of engineered products and services for the commercial, medical and aerospace markets. Arrow is a Reading, Pa., provider of catheter-based access and therapeutic products for critical and cardiac care.

HealthSpring closes

HealthSpring, Inc. closed on its $400 million senior secured credit facility (Ba3/BB-) consisting of a $100 million revolver and a $300 million five-year term loan A, with both tranches priced at Libor plus 250 bps, according to a news release.

Goldman Sachs acted as the lead bank on the deal.

Proceeds were used to help fund the acquisition of Leon Medical Centers Health Plans, Inc., a Miami-based Medicare Advantage health maintenance organization with over 25,700 members, for $355 million in cash.

HealthSpring is a Nashville-based managed care organization whose primary focus is the Medicare Advantage market.


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