Evertec, AMN Healthcare tweak deals; Concho Resources oversubscribed; Wyle sees interest

By Sara Rosenberg

New York, Aug. 25 - Evertec came out with a number of investor-friendly changes to its term loan on Wednesday, including flexing pricing higher, lifting the Libor floor, widening the original issue discount and adding soft call protection.

Also revising its bank deal was AMN Healthcare Services Inc., as tranching was adjusted, pricing on the first-lien term loan B add-on firmed at the wide end of talk and the spread on the second-lien term loan was increased.

In more new deal happenings, Concho Resources Inc.'s revolver add-on has been met with strong interest, and Wyle Inc.'s term loan add-on is heard to be moving along well ahead of Thursday's commitment deadline.

Evertec reworks loan

Evertec revised pricing, the Libor floor and original issue discount on its $350 million term loan, and with the changes, the deal has filled out, according to a market source.

The term loan is now priced at Libor plus 525 basis points, up from initial talk of Libor plus 475 bps, the source said.

Also, the Libor floor is now 1.75%, as opposed to 1.5%, and the original issue discount is now set at 97, up from 98, the source continued.

Furthermore, lenders saw the addition of 101 soft call protection for one year, the source added.

Bank of America and Morgan Stanley are the lead banks on the $400 million senior secured credit facility (Ba3/BB-), which also includes a $50 million revolver.

Evertec readies allocations

Now that the revisions have been made to Evertec's credit facility, the expectation is that allocations could go out as early as Friday, the source remarked.

Proceeds will be used to help fund Apollo Management LP's acquisition of 51% of the company from Popular Inc.

Remaining funding for the acquisition will come from $225 million of notes, which is backed by a commitment for a senior unsecured bridge loan, and $165.75 million of equity.

Closing is expected in the third quarter.

The joint venture is valued at roughly $900 million. As part of the transaction, Popular, a San Juan, P.R., bank, transferred its merchant acquiring and processing and technology businesses to Evertec.

Evertec processes 1.1 billion transactions annually in the Caribbean and Latin America.

AMN shifts funds, sets pricing

AMN Healthcare Services moved some funds between its first- and second-lien term loans, finalized pricing and is getting ready to give out allocations on the now fully subscribed deal on Thursday, according to a market source.

The term loan B add-on (Ba2/BB) due June 2015 is now sized at $78 million, up from $68 million, and pricing firmed at Libor plus 550 bps, the high end of the Libor plus 525 bps to 550 bps talk. There is still a 1.75% Libor floor, an original issue discount of 98 and 101 soft call protection for one year.

Meanwhile, the second-lien term loan (B1/B+) due June 2016 is now sized at $40 million, down from $50 million, pricing moved to Libor plus 1,000 bps from the Libor plus 900 bps area, the Libor floor tightened to 1.75% from 2% and the original issue discount came at 97, the wide end of the 97 to 98 talk, the source said.

Also, call protection on the second-lien loan was changed to non-callable for 1½ years, then at 103, 102, 101 from non-callable for one year, then at 102, 101.

AMN seeks amend and extend

In conjunction with the incremental bank debt, AMN is looking to amend and extend its existing term loan B and revolver maturities.

The extended term loan B will have the same terms as the add-on: It will mature in June 2015 and is priced at Libor plus 550 bps, after firming at the wide end of the Libor plus 525 bps to 550 bps talk with a 1.75% Libor floor and 101 soft call protection for one year.

By comparison, the existing term loan B debt currently expires in December 2013 and is priced at Libor plus 400 bps with a 2.25% Libor floor.

Additionally, the company is looking to extend its revolver to August 2014 from December 2012.

AMN lead banks

Bank of America, GE Capital and SunTrust are the lead banks on AMN's deal, with Bank of America the left lead.

Proceeds from the incremental loans will be used to refinance Nursefinders Inc.'s $132 million of bank debt in connection with the acquisition of the company.

Funds for the actual acquisition will come from the sale of roughly 6.3 million shares of AMN common stock and about 5.7 million shares of AMN series A conditional convertible preferred stock.

The transaction is expected to close in the third quarter, subject to customary conditions, regulatory approvals and receipt of debt financing.

AMN is a San Diego-based health care staffing and workforce services company. Nursefinders is an Arlington, Texas-based provider of clinical workforce managed services programs.

Concho well met

Concho Resources' $800 million add-on to its revolving credit facility saw a large amount of interest from banks, resulting in the oversubscription of the deal, and it priced at initial terms, according to a market source.

Pricing on the revolver add-on can range from Libor plus 200 bps to 300 bps based on outstanding debt balance, which is in line with the existing revolver.

With the add-on, the company's revolver will be increased to $2 billion from $1.2 billion.

JPMorgan and Bank of America are the lead banks on the deal.

Concho funding acquisition

Proceeds from Concho Resources' revolver add-on will be used to help fund the acquisition of all the oil and gas assets of Marbob Energy Corp. for $1.65 billion in cash and Concho securities. The total consideration paid to Marbob at closing will consist of $1.45 billion in cash, 1.1 million shares of Concho common stock and a $150 million 8% senior unsecured note issued to Marbob due in 2018.

Specifically, the cash portion, plus $35 million for fees and expenses, will come from $1.185 billion of borrowings under the expanded revolver and from the sale of 6.6 million shares of common stock for $300 million in a private placement transaction.

Completion of the acquisition, the revolver add-on and the private placement of stock are expected to occur on Nov. 1, subject to certain preferential rights to purchase, due diligence, customary purchase price adjustments and other customary conditions.

Concho Resources is a Midland, Texas-based oil and natural gas company.

Wyle coming along

Talk is that syndication of Wyle's $205 million term loan add-on (B1/BB) is doing just fine at initial talk ahead of the fast approaching Thursday commitment deadline, according to a market source.

The add-on is being talked in line with existing term loan pricing at Libor plus 500 bps, with step-downs tied to leverage and a 2% Libor floor.

Lenders are being offered the new debt at an original issue discount of 981/2.

By comparison, when the original term loan was obtained back in March, it was sold at a discount of 99.

Wyle seeks amendment

In connection with the new deal, Wyle is looking to amend its existing credit facility that would revise the accordion so as to permit the term loan add-on.

Additionally, the amendment would increase the revolver size to $35 million from $25 million.

The proposed amendment would also reset financial covenants.

Lenders are being offered a 50 bps amendment fee.

Barclays Capital and JPMorgan are the lead banks on the add-on and amendment, with Barclays the left lead.

Wyle buying CAS

Proceeds from Wyle's term loan add-on, along with cash on hand and about $20 million of equity from its controlling shareholder, Court Square Capital Partners, will be used to fund the acquisition of CAS Inc. from ITT Corp.

Closing of the acquisition is subject to review and approval by regulatory authorities, such as the Federal Trade Commission, and other customary conditions.

Following the transaction, pro forma total leverage will be roughly 5.5 times, and the combined entity will have pro forma 2009 revenues of about $1 billion.

Wyle is an El Segundo, Calif.-based provider of high-tech systems engineering, testing and information technology services. CAS is a Huntsville, Ala.-based provider of systems engineering and technical assistance for of military applications.

Aspen narrows down timing

Aspen Dental's $230 million credit facility is expected to launch in early September, after Labor Day, whereas the deal was previously labeled as next month's business, according to a market source.

UBS and Jefferies are the lead banks on the deal, with UBS the left lead.

The facility consists of a $35 million revolver and a $195 million term loan.

Proceeds will be used to help fund the buyout of the company by Leonard Green & Partners LP.

Aspen Dental, a provider of denture and dental care services, will have total leverage of around 4.0 times.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.