Pinnacle reworks deal, frees up; ACCO Brands breaks; Community Health up with extension

By Sara Rosenberg

New York, March 8 - Pinnacle Entertainment Inc. made some changes to its term loan B on Thursday morning, including increasing the size and reducing the coupon as well as the Libor floor, and by late day the deal broke for trading.

Also, ACCO Brands Corp.'s credit facility made its way into the secondary market, with the term loan B seen trading above par, and Community Health Systems Inc.'s non-extended term loan was a little stronger with news that the company is out with another extension request.

In more loan happenings, Asurion LLC released original issue discount guidance on its incremental debt, and Covanta Energy Corp., Monitronics International Inc. and UTEX Industries Inc. price talk surfaced as the deals were presented to investors during the session.

Furthermore, Rovi Corp. firmed up term loan tranche sizes with its launch and Telesat Canada announced plans to bring a U.S. dollar- and Canadian dollar-denominated credit facility to market.

Pinnacle restructures

Pinnacle Entertainment revised size and pricing on its seven-year term loan B (Ba1/BB+/BB) and then moved up the commitment deadline to 3 p.m. ET on Thursday from Friday, according to a market source.

The term loan B is now $325 million, up from $250 million, and priced at Libor plus 300 bps with a 1% Libor floor, versus initial talk of Libor plus 325 bps to 350 bps with a 1.25% floor, the source said. Unchanged was the original issue discount of 99, and there is still 101 soft call protection for one year.

J.P. Morgan Securities LLC, Bank of America Merrill Lynch, Barclays Capital Inc., Credit Agricole Securities (USA) Inc., Deutsche Bank Securities Inc., UBS Investment Bank, Capital One and Wells Fargo Securities LLC are the lead banks on the deal.

Pinnacle starts trading

With final terms in place, Pinnacle Entertainment's term loan allocated and broke for trading late in the session, with levels quoted at 99¾ bid, par ¼ offered, according to a trader.

Proceeds from the term loan will be used to redeem $385 million of 7½% senior subordinated notes due 2015, to repay all revolver borrowings and for general corporate purposes.

Other funds for the refinancing will come from $325 million of senior subordinated notes that priced on Monday at par to yield 7¾%. The notes were upsized from $250 million.

Pinnacle Entertainment is a Las Vegas-based owner and operator of casinos.

ACCO tops OID

ACCO Brands' credit facility also freed up on Thursday, with the $450 million seven-year term loan B quoted at 99½ bid, par ½ offered on the open, and then it moved up to par bid, par ¾ offered, according to a market source.

Pricing on the term loan B is Libor plus 325 bps with a 1% Libor floor, and it was sold at an original issue discount of 99. There is 101 soft call protection for one year.

The Lincolnshire, Ill.-based office supply manufacturer's $1.02 billion senior secured credit facility (Ba2/BB+/BB+) also includes a $320 million five-year term loan A and a $250 million five-year revolver, both priced at Libor plus 300 bps.

During syndication, the term loan B was upsized from $370 million and pricing was reduced from Libor plus 375 bps. Additionally, the term loan A amount was increased from $300 million.

Barclays Capital Inc., Bank of America Merrill Lynch and Bank of Montreal are the lead banks on the deal.

ACCO funding merger

Proceeds from ACCO's credit facility will be used to fund its merger with MeadWestvaco's office supplies business, to repay 10 5/8% senior secured notes and to pay for ongoing working capital requirements. And, the additional amounts raised from the term loan upsizings will be used to redeem some of the company's 7 5/8% senior subordinated notes.

The merger is valued at roughly $860 million, and at completion, MeadWestvaco shareholders will own 50.5% of the combined company.

Under the agreement, MeadWestvaco will establish a separate entity to hold the consumer & office products business, the shares of which will be distributed to MeadWestvaco shareholders in a tax-free transaction in return for a $460 million dividend to MeadWestvaco from the new entity. Immediately after the spin-off and distribution, the newly formed company will merge with a subsidiary of ACCO.

Closing is expected in the second quarter, subject to approval by ACCO shareholders. Hart-Scott-Rodino and Canada Competition Act clearance have already been obtained.

Community Health rises

Community Health Systems' non-extended term loan moved up to 98 7/8 bid, 99¼ offered from 98 5/8 bid, 99 1/8 offered as the company launched a new extension proposal, according to a trader.

This time, the Nashville, Tenn.-based operator of hospitals is asking to extend at least $750 million of its roughly $2.2 billion term loan to January 2018 from July 2014 at pricing of Libor plus 375 bps, compared to non-extended pricing of Libor plus 225 bps, a source said.

The extended loan has 101 soft call protection for one year, and lenders are being offered a 50 bps extension fee.

Lead bank Credit Suisse Securities (USA) LLC is asking for commitments by Wednesday, and closing is targeted for this month.

Meanwhile, the company's existing extended term loan was unchanged on the news at 98¼ bid, 99 offered, the trader remarked. This debt expires on Jan. 25, 2017 and is priced at Libor plus 350 bps.

Asurion OIDs emerge

Back over in the primary, Asurion held a conference call on Thursday morning to kick off syndication on its $875 million of add-on term loans, and with the launch, offer prices on the debt were revealed, according to a market source.

The at least $575 million first-lien add-on term loan is being shopped at an original issue discount of 98½ to 99, the source said. Pricing on the loan of Libor plus 400 bps with a 1.5% Libor floor matches existing first-lien pricing.

As for the up to $300 million second-lien add-on term loan, that is being offered at par, the source continued. Pricing is Libor plus 750 bps with a 1.5% Libor floor, in line with existing terms.

The new loans are being layered into the company's first- and second-lien debt that was placed in May 2011.

Asurion lead banks

Morgan Stanley Senior Funding Inc., Bank of America Merrill Lynch, Goldman Sachs & Co., Barclays Capital Inc., Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc. are the joint lead arrangers and bookrunners on Asurion's add-on term loans.

Proceeds will be used to repay the $575 million first-lien term loan at NEW Holdings and tender for the $300 million unsecured term loan at NEW Holdings at a price of 102.

The tender is subject to at least 50.1% of the debt being redeemed, and, if less than 100% is repurchased, the company will amend the unsecured loan to strip affirmative and negative covenants.

Morgan Stanley is the auction manager on the tender offer, and Bank of America is the administrative agent.

Asurion, a Nashville-based provider of technology protection services, is seeking commitments by noon ET on Tuesday.

Covanta discloses talk

Covanta Energy released price talk on its $1.2 billion credit facility (Ba1/BB+/BB+) at its late-day bank meeting, with the $900 million five-year revolver talked at Libor plus 225 bps with a 50 bps unused fee and the $300 million seven-year term loan B talked at Libor plus 300 bps with a 1% Libor floor and an original issue discount of 99 to 991/2, according to market sources.

Commitments toward the term loan B are due on March 16.

Bank of America Merrill Lynch, Morgan Stanley & Co. LLC, Barclays Capital Inc., Credit Agricole Securities (USA) Inc. and J.P. Morgan Securities LLC are the lead banks on the deal that will be used to refinance an existing credit facility.

Other funds for the refinancing are coming from $400 million of senior notes that priced on Thursday at par to yield 6 3/8%.

Covanta is a Morristown, N.J.-based owner and operator of energy-from-waste and power generation projects.

Monitronics reveals guidance

Monitronics launched its credit facility with an afternoon bank meeting and announced price talk of Libor plus 425 bps to 450 bps with a 1.25% Libor floor and an original issue discount of 99 on its $500 million six-year term loan B, which also includes 101 soft call protection for one year, according to a source.

The $650 million credit facility provides for a $150 million five-year revolver as well.

Commitments are due on March 16, and closing is expected on March 23.

Bank of America Merrill Lynch, Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC are leading the deal that will be used to refinance existing debt.

Monitronics is a Dallas-based alarm monitoring company with more than 700,000 subscribers under contract.

UTEX add-on pricing

Also launching was UTEX Industries, with its $97 million add-on term loan talked at Libor plus 550 bps with a 1.5% Libor floor and an original issue discount of 99, according to a market source.

Societe Generale and GE Capital Markets are the joint lead arrangers and bookrunners on the deal that will be used to fund a dividend, and ING Financial Markets LLC signed on as a lead arranger as well.

Commitments are due on March 20.

Total leverage will be 3.9 times, up from around 2.25 times currently, the source said.

In connection with the add-on, the company is asking to amend its existing credit facility to allow for the new debt and the dividend, eliminate the existing $30 million delayed-draw term loan, and raise pricing on the existing term loan to Libor plus 550 bps from Libor plus 500 bps, the source continued.

Lenders are being offered a 25 bps amendment fee.

UTEX Industries is a Houston-based designer and manufacturer of sealing products.

Mirion launches

Continuing on the topic of new issues, Mirion Technologies launched its $225 million credit facility (B1) at previously outlined talk of Libor plus 500 bps with a 1.25% Libor floor, according to sources.

The facility consists of a $25 million five-year revolver and a $200 million six-year term loan B.

The term loan B is being offered at an original issue discount of 98 and includes 101 soft call protection for one year.

Credit Suisse Securities (USA) LLC and HSBC Securities (USA) Inc. are the lead banks on the deal that will be used to refinance existing debt.

Mirion is a San Ramon, Calif.-based provider of mission-critical products to detect, monitor and identify radiation.

Rovi sets tranching

Rovi launched its $800 million of term loans on Thursday with a breakdown of $250 million incremental term loan A and $550 million of new term loan B, versus prior guidance of a $200 million to $250 million term loan A and a $500 million to $550 million term loan B, according to a market source.

Price talk on the term loan B came as expected at Libor plus 300 bps with a 1% Libor floor and an original issue discount of 99, the source said. The term loan A is talked at Libor plus 225 bps to 250 bps.

J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC are the joint lead arrangers and bookrunners on the deal, with Bank of America Merrill Lynch a bookrunner as well.

Proceeds will be used to refinance an existing term loan B and provide balance sheet flexibility.

Rovi is a Santa Clara, Calif.-based provider of digital entertainment solutions, including interactive program guides, licensing technology, media recognition technology and content protection.

Telesat readies deal

In other news, Telesat set a bank meeting for 10 a.m. ET on Monday in New York to launch a proposed $2.55 billion senior credit facility that will be used to refinance an existing credit facility, to fund a roughly C$705 million distribution to shareholders and for general corporate purposes, according to a market source.

The facility is comprised of a $150 million five-year U.S. dollar- and Canadian dollar-denominated revolver, a $500 million five-year Canadian dollar-equivalent term loan A and a $1.9 billion seven-year term loan B of which a portion may be Canadian dollars, the source remarked.

J.P. Morgan Securities LLC, Credit Suisse Securities (USA) LLC, Morgan Stanley & Co. and UBS Securities LLC are the joint lead arrangers and bookrunners on the term loan B, and CIBC World Markets Corp. and JPMorgan are the joint lead arrangers and bookrunners on the term loan A and revolver.

Closing is expected this month. The deal is being done on a best-efforts basis.

Telesat is an Ottawa-based fixed satellite services operator.

Associated Asphalt allocates

Associated Asphalt allocated its $280 million credit facility (B2/B+) on Thursday that consists of a $90 million five-year revolver governed by a borrowing base, a $170 million funded six-year term loan B and a $20 million six-year delayed-draw for six-months term loan B, according to a market source.

As was previously reported, pricing on the term loan B debt is Libor plus 575 bps, after firming the other week at the wide end of the Libor plus 550 bps to 575 bps talk, with a 1.5% Libor floor and an original issue discount of 98.

KeyBanc Capital Markets LLC is the bookrunner on the deal and a lead arranger with Nomura and Fifth Third Securities Inc.

Proceeds will be used to help fund the buyout of the company by Goldman Sachs Capital Partners. The delayed-draw will be used to fund a specific acquisition that is expected to close shortly.

Total leverage is around 3.4 times.

Associated Asphalt is a Roanoke, Va.-based supplier of liquid asphalt to the paving industry.

Swift Transportation closes

Swift Transportation Co. completed its $1,274,000,000 credit facility (B1/BB) that includes a $400 million revolver due Sept. 21, 2016, a $200 million term loan B-1 due Dec. 21, 2016 and a $674 million term loan B-2 due Dec. 15, 2017.

Pricing on the term loan B-1 and B-2 is Libor plus 375 bps with a step-down to Libor plus 350 bps at less than 2.75 times gross leverage. The term B-1 has no Libor floor, and the term B-2 has a 1.25% floor, and both pieces were sold at an original issue discount of 993/4.

During syndication, the spread firmed at the tight end of the Libor plus 375 bps to 400 bps talk and the step-down was added.

Proceeds were used to reprice and extend the company's existing credit facility, which consists of a $400 million revolver and a $1.07 billion term loan priced at Libor plus 450 bps with a 1.5% Libor floor.

Bank of America Merrill Lynch, Morgan Stanley Senior Funding Inc. and Wells Fargo Securities LLC led the deal for the Phoenix-based transportation services company and truckload carrier.

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