Scientific Games, Pact Group, ION Trading, Arysta, Hoyts, Hawaiian Telcom free to trade

By Sara Rosenberg

New York, May 22 - Scientific Games International Inc. increased the spread on its term loan B and modified the ticking fee and then began trading on Wednesday afternoon, and Pact Group (USA) Inc., ION Trading Technologies Sarl, Arysta LifeScience Corp., Hoyts and Hawaiian Telcom Communications Inc. broke as well.

Over in the primary, Crestwood Holdings LLC upsized its six-year loan while trimming the spread, floor and discount price and added a shorter dated loan to the capital structure, and Orbitz Worldwide Inc. cut pricing on its B loan, firmed its term loan C coupon at the low end of talk and added leverage-based step-downs to both tranches.

Also, Houghton Mifflin Harcourt Publishers Inc. lowered pricing and the Libor floor on its B loan, and Mediacom Broadband Group upsized its term loan H while firming the spread at the tight end of talk and revising the offer price.

In addition, Auxilium Pharmaceuticals Inc., ValleyCrest Cos. LLC, Contech Engineered Solutions LLC and American Stock Transfer & Trust Co. LLC released talk with launch, Air Medical Holdings LLC set guidance on the back of ratings being announced, and F+W Media Inc., Waupaca Foundry Inc. and MacDermid Inc. came out with new deal plans.

Scientific Games breaks

Scientific Games' $2.3 billion seven-year covenant-light term loan B made its way into the secondary market on Wednesday, with levels quoted at 99 5/8 bid, 99 7/8 offered, according to a trader.

Pricing on the B loan is Libor plus 325 basis points, after flexing from talk of Libor plus 275 bps to 300 bps, a source said. There is a 1% Libor floor and 101 soft call protection for six months, and the debt was sold at an original issue discount of 991/2.

Also included in the loan is a ticking fee of half the spread from days 31 to 60 and the full spread starting on day 61, which was changed from half the spread from days 31 to 90 and the full spread thereafter, the source added.

The company's $2.6 billion senior secured credit facility (Ba2/BB-) also includes a $300 million five-year revolver that was syndicated prior to the term loan B coming to market.

Scientific Games buying WMS

Proceeds from Scientific Games' credit facility will be used to help fund the purchase of WMS Industries Inc. for $26.00 in cash per common share, or about $1.5 billion total, and to refinance credit facilities at both companies.

Closing on the acquisition is subject to WMS shareholder approval, which was already obtained, regulatory approvals and other customary conditions. The credit facility is expected to fund in the fall.

Bank of America Merrill Lynch, Credit Suisse Securities (USA) LLC and UBS Investment Bank are leading the financing.

Net senior secured leverage is 3.2 times, and net total leverage is 4.5 times.

Scientific Games is a New York-based provider of customized, end-to-end gaming services to lottery and gaming organizations. WMS is a Waukegan, Ill.-based designer, manufacturer and marketer of video and mechanical reel-spinning gaming machines, video lottery terminals and in gaming operations.

Pact tops OID

Pact Group's $885 million seven-year term loan B (Ba3/B+) also began trading, with levels quoted at 101 bid, 101½ offered and then it moved to 101 bid, 101 3/8 offered, according to a trader.

Pricing on the loan is Libor plus 275 bps with a 1% Libor floor, and it was sold at a discount of 991/2. There is 101 soft call protection for one year.

Recently, the loan was downsized from $925 million, pricing was lowered from talk of Libor plus 325 bps to 350 bps and the floor was tightened from 1.25%.

In addition to the term loan B, the company is getting a A$100 million five-year revolver.

J.P. Morgan Securities LLC is leading the deal that will be used to fund a recapitalization.

Pact Group is an Australia-based supplier of rigid plastic packaging and industrial metal packaging items.

ION starts trading

ION Trading's credit facility surfaced in the secondary too, with the $750 million seven-year covenant-light first-lien term loan (B2/B+) quoted at par ¼ bid on the open and then it moved to par ¾ bid, 101¾ offered, and the $375 million eight-year covenant-light second-lien term loan (Caa2/CCC+) quoted at par bid on the open and then it moved to 101 bid, 102 offered, a market source said.

Pricing on the first-lien term loan is Libor plus 325 bps with a 1.25% Libor floor, and it was sold at an original issue discount of 991/2. There is 101 repricing protection for one year.

The second-lien loan is priced at Libor plus 700 bps with a 1.25% Libor floor, and was sold at a discount of 99. This tranche has call protection of 102 in year one and 101 in year two.

During syndication, the first-lien loan was upsized from $700 million, pricing was cut from revised talk of Libor plus 350 bps and initial talk of Libor plus 400 bps, and the discount was revised from 99. Also, the second-lien loan was upsized from $355 million, pricing was trimmed from revised talk of Libor plus 725 bps and initial talk of Libor plus 775 bps, and the discount was tightened from 981/2.

ION getting revolver

ION Trading's $1,175,000,000 credit facility also includes a $50 million five-year revolver (B2/B+) that was downsized from $60 million during syndication.

Proceeds will be used to refinance existing debt and fund a dividend. As a result of the term loan upsizings, the dividend was increased and the company is putting $30 million of cash on the balance sheet instead of $10 million.

Credit Suisse Securities (USA) LLC is the lead bank on the deal.

ION Trading is a provider of trading software that is owned by ION Investment Group, which is also the parent company of Wall Street Systems, a New York-based treasury management, foreign-exchange software and software services provider.

Arysta levels emerge

Arysta LifeScience's credit facility freed up late day, with the $1.15 billion seven-year first-lien term loan (Ba3/B) seen at par 5/8 bid, 101 1/8 offered, and the $490 million 71/2-year second-lien term loan (Caa1/CCC+) seen at par ¾ bid, 101½ offered, according to a trader.

Pricing on the first-lien term loan is Libor plus 350 bps with a 1% Libor floor, and it was sold at a discount of 991/2. There is 101 soft call protection for one year.

As for the second-lien loan, it is priced at Libor plus 700 bps with a 1.25% floor, and was sold at 99. The tranche has hard call protection of 103 in year one, 102 in year two and 101 in year three.

Recently, the first-lien term loan was upsized from $1.1 billion and pricing was cut from talk of Libor plus 375 bps to 400 bps, and the second-lien loan was downsized from $555 million, the spread was reduced from the Libor plus 750 bps area and the discount was tightened from 98.

The $1.79 billion credit facility also provides for a $150 million five-year revolver (Ba3/B).

J.P. Morgan Securities LLC is the left lead on the deal that is being used to refinance existing debt.

The $15 million reduction in the total size was due to favorable currency movements while the Tokyo-based crop protection and life science company's transaction was in market.

Hoyts frees up

Another deal to break was Hoyts, with the $310 million seven-year covenant-light first-lien term loan (B1/BB-) quoted at par bid, par ½ offered, and the $100 million 71/2-year covenant-light second-lien term loan (B3/B-) quoted at par bid, 101 offered, according to a market source.

Pricing on the first-lien term loan is Libor plus 300 bps with a 1% Libor floor, and it was sold at a discount of 991/2. The debt has 101 repricing protection for six months.

The second-lien loan is priced at Libor plus 725 bps with a 1% Libor floor, and was sold at 99. There is call protection of 103 in year one, 102 in year two and 101 in year three.

Earlier in the week, pricing on the first-lien loan was reduced from Libor plus 350 bps and pricing on the second-lien loan was reduced from Libor plus 750 bps.

In addition to the term loans, the company is getting a A$40 million five-year revolver.

Credit Suisse Securities (USA) LLC and UBS Investment Bank are leading the deal that will be used by the Australian cinema exhibitor to refinance existing debt and fund a dividend.

Hawaiian hits secondary

Hawaiian Telcom's $300 million first-lien term loan (B1) due May 2019 began trading in the afternoon, with levels quoted at par bid, par ½ offered, a market source remarked.

Pricing on the term loan is Libor plus 400 bps with a 1% Libor floor, and it was sold at an original issue discount of 991/2. There is 101 repricing protection for one year.

Credit Suisse Securities (USA) LLC is the lead bank on the deal that will refinance an existing term loan due February 2017 priced at Libor plus 575 bps with a 1.25% Libor floor.

Existing lenders are getting paid out at 101 with this refinancing.

Hawaiian Telcom is a Honolulu-based provider of integrated communications services.

Crestwood reworks deal

Moving to the primary, Crestwood lifted its six-year term loan B to $385 million from $365 million and revised pricing to Libor plus 600 bps with a 1% Libor floor and an original issue discount of 991/2, from talk of Libor plus 625 bps to 650 bps with a 1.25% floor and a discount of 99, according to a market source.

As before, the six-year loan has soft call protection of 102 in year one and 101 in year two.

Also, the company added a $15 million 41/2-year term loan to its deal that is talked at Libor plus 450 bps with a 1% Libor floor and an original issue discount of 991/2, the source remarked.

Recommitments were due at the end of the day on Wednesday.

Citigroup Global Markets Inc., Bank of America Merrill Lynch, J.P. Morgan Securities LLC, Barclays, Morgan Stanley Senior Funding Inc., RBC Capital Markets, SunTrust Robinson Humphrey and Wells Fargo Securities LLC are leading the deal that will be used to refinance existing debt, and, as a result of the upsizing, for general corporate purposes or to fund a distribution to equity holders, the source added.

Crestwood is a Houston-based provider of midstream infrastructure services.

Orbitz updates pricing

Orbitz Worldwide flexed pricing on its $100 million term loan B due September 2017 to Libor plus 350 bps from talk of Libor plus 375 bps to 400 bps and added a step-down to Libor plus 325 bps when senior secured leverage is 2.5 times, according to a market source.

Also, pricing on the $350 million term loan C due March 2019 firmed at Libor plus 475 bps, the tight end of the Libor plus 475 bps to 500 bps talk, and a step-down was added to Libor plus 450 bps when senior secured leverage is 2.5 times, the source said.

Current senior secured leverage is around 3 times.

Both term loans still have a 1% Libor floor, a par offer price and 101 repricing protection for six months, amortization on the term loan B is still 10% per annum and amortization on the term loan C is still 1% per annum.

Orbitz shuts book

Lead bank, Credit Suisse Securities (USA) LLC, asked for recommitments for Orbitz's $450 million in new term loans by 2 p.m. ET on Wednesday, the source continued.

Proceeds will be used to reprice/refinance an existing $150 million term loan B due September 2017 that is priced at Libor plus 600 bps with a 1.25% Libor floor and a $300 million term loan C due March 2019 that is priced at Libor plus 675 bps with a 1.25% Libor floor.

Orbitz is a Chicago-based online travel agency.

Houghton revised

Houghton Mifflin Harcourt Publishers trimmed pricing on its $248 million senior secured term loan B due May 22, 2018 (B2/NA/BB+) to Libor plus 425 bps from talk of Libor plus 450 bps to 475 bps and reduced the Libor floor to 1% from 1.25%, according to a market source.

The par offer price and 101 soft call protection for six months were unchanged.

Recommitments were due at 5 p.m. ET on Wednesday, the source said.

Citigroup Global Markets Inc. is leading the transaction that will be used by the Boston-based publishing company to refinance an existing credit facility.

Mediacom reveals changes

Mediacom lifted its term loan H (Ba3/BB-) due January 2021 to $600 million from $450 million, set pricing at Libor plus 250 bps, the low end of the Libor plus 250 bps to 275 bps talk, and modified the offer price to par from 993/4, according to a market source.

As before, the loan has a 0.75% Libor floor and 101 soft call protection for six months.

Recommitments were due at

Lead banks, J.P. Morgan Securities LLC and Bank of America Merrill Lynch,w ere asking for recommitments by 5 p.m. ET on Wednesday.

Proceeds will be used to refinance existing debt. Due to the upsizing of the new loan, the Middletown, N.Y.-based cable operator will take out its term loan F in its entirety, the source added.

Auxilium pricing emerges

Also on the primary front, Auxilium Pharmaceuticals held a bank meeting on Wednesday to launch its $225 million senior secured covenant-light term loan B (Ba2/B) due April 15, 2018, and with the event, price talk was announced, according to a market source.

The term loan is talked at Libor plus 400 bps with a 1.25% Libor floor, an original issue discount of 99 and 101 soft call protection for one year.

By comparison, filings with the Securities and Exchange Commission had term loan pricing expected at Libor plus 375 bps with a 1.25% Libor floor.

Commitments are due at noon ET on June 5, the source added.

Morgan Stanley Senior Funding Inc. is leading the deal that will be used to help fund the company's acquisition of Actient Holdings LLC.

Auxilium is a Malvern, Pa.-based specialty biopharmaceutical company.

ValleyCrest sets talk

ValleyCrest came out with talk of Libor plus 475 bps with a 1% Libor floor and an original issue discount of 99 on its $265 million six-year senior secured covenant-light term loan (B3/B-) shortly before its morning bank meeting kicked off, according to a market source.

As previously reported, the term loan has 101 repricing protection for one year.

Commitments are due on June 6.

Credit Suisse Securities (USA) LLC and Wells Fargo Securities LLC are leading the deal that will be used to refinance an existing term loan.

ValleyCrest is a Calabasas, Calif.-based provider of landscape maintenance services.

Contech comes to market

Contech Engineered Solutions released talk of Libor plus 500 bps with a 1.25% Libor floor and an original issue discount of 98 to 99 on its $150 million six-year term loan (B3/BB-) that launched during the session, according to a market source.

Goldman Sachs & Co. is leading the deal.

Proceeds will be used to refinance existing debt.

Contech is a West Chester, Ohio-based provider of engineering and site services for the residential, commercial and infrastructure markets.

American Stock launches

American Stock Transfer launched a $300 million seven-year term loan (B2) with talk of Libor plus 425 bps to 450 bps with a 1.25% Libor floor, an original issue discount of 99 and 101 soft call protection for one year, a source said.

The company's credit facility also includes a $20 million five-year revolver (B2), a $180 million second-lien term loan (Caa1) that was privately placed and a $78 million PIK holdco term loan that was privately placed, the source continued.

Goldman Sachs & Co. and J.P. Morgan Securities LLC are leading the deal that will be used to refinance existing debt.

Commitments are due on June 5, the source added.

American Stock Transfer is a Brooklyn, N.Y.-based provider of stock transfer and employee plan services.

Air Medical guidance

Air Medical revealed talk of 7% to 7¼% cash pay, plus 75 bps PIK, and an offer price of 99½ to par on its $200 million five-year HoldCo contingent cash pay term loan on the back of Caa1/CCC+ ratings being released late Tuesday, according to a market source.

The debt is non-callable for one year, then at 102 in year two and 101 in year three, and will rank pari passu with all senior unsecured debt of the company.

Commitments are due at noon ET on Thursday, the source said.

Barclays, Bank of America Merrill Lynch, Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Morgan Stanley Senior Funding Inc. are leading the deal that launched with a bank meeting on Tuesday afternoon.

Air Medical, a San Antonio, Texas-based provider of community-based air ambulance services, will use the new term loan to fund a dividend to shareholders.

F+W coming soon

F+W Media set a bank meeting for 11 a.m. ET on May 30 to launch a $135 million credit facility that will be used to refinance existing debt, according to a market source.

The Macquarie Capital-led facility consists of a $10 million revolver and a $125 million term loan B, the source said.

In connection with the refinancing, the company will extend the maturity on its existing $25 million second-lien term loan, the source added.

F+W Media is a community-focused, content creator and marketer of products and services for enthusiasts.

Waupaca readies add-on

Waupaca Foundry scheduled a call for May 29 to launch a $125 million add-on term loan that is talked at Libor plus 350 bps with a 1% Libor floor, an offer price of 99¾ to par and 101 soft call protection for six months, according to a market source.

The spread, floor and call protection are in line with those on the existing term loan.

GE Capital Markets is leading the deal that will be used to fund a dividend.

Waupaca Foundry is a Waupaca, Wis.-based producer of gray and ductile iron castings for the automotive, truck, agriculture, construction, hydraulics and commercial vehicle markets.

MacDermid on deck

MacDermid will host a bank meeting at 2 p.m. ET in New York on Tuesday to launch a $1.14 billion senior secured credit facility that is being led by Credit Suisse Securities (USA) LLC, according to a market source.

The facility consists of a $50 million five-year revolver, a $755 million seven-year covenant-light first-lien term loan talked at Libor plus 325 bps to 350 bps with a 1% Libor floor, an original issue discount of 99½ and 101 repricing protection for six months, and a $335 million 71/2-year covenant-light second-lien term loan talked at Libor plus 725 bps to 750 bps with a 1% Libor floor, a discount of 99 and call protection of 103 in year one, 102 in year two and 101 in year three, the source said.

Proceeds will be used to refinance existing debt and repay preferred equity.

The company is tendering for its $350 million 9½% senior subordinated notes due 2017 in an offer that expires on June 19 and is subject to the entrance into the new credit facility.

MacDermid is a Denver-based manufacturer of specialty chemicals to the electronics, industrial, offshore and printing industries.

Alpha Natural closes

In other news, Alpha Natural Resources Inc. completed its $625 million senior secured covenant-light term loan B (Ba1/BB) due May 31, 2020, according to a news release.

Pricing on the term loan is Libor plus 275 bps with a 0.75% Libor floor, and it was sold at an original issue discount of 991/2. There is 101 soft call protection for six months.

During syndication, the term loan was upsized from $500 million, the spread finalized at the tight end of the Libor plus 275 bps to 300 bps talk and the Libor floor was cut from 1%.

Citigroup Global Markets Inc., PNC Capital Markets LLC, Bank of America Merrill Lynch, J.P. Morgan Securities LLC, Morgan Stanley Senior Funding Inc., Barclays, Wells Fargo Securities LLC, BMO Capital Markets Corp. and Goldman Sachs & Co. led the term loan that was used to add cash to the balance sheet to fund the repurchase of convertible senior notes due 2015 and, due to the upsizing, to repay the 2016 term loan A - instead of just refinancing $400 million of term loan A amortization.

Alpha Natural revolver

In addition to the term loan, Alpha Natural Resources amended and restated its revolver due June 30, 2016, increasing the size to $1.1 billion from $1 billion and revising covenants.

The interest coverage ratio on the revolver was relaxed to 1.5 times through 2013 from 2.25 times, to 1.5 times during 2014 from 2.5 times and to 2 times from 2015 through maturity from 2.5 times.

Furthermore, the leverage ratio was removed, the senior secured leverage ratio of 2.5 times was extended through maturity and the minimum liquidity requirement which is applicable through the end of 2014 was reduced to $300 million from $500 million.

Alpha Natural Resources is an Abingdon, Va.-based coal producer.

J.C. Penney wraps

J.C. Penney Corp. closed on its $2.25 billion five-year senior secured covenant-light term loan (B2/B-/BB-), a news release said.

Pricing on the term loan is Libor plus 500 bps with a 1% Libor floor, and it was sold at an original issue discount of 991/2. There is call protection of 102 in year one and 101 in year two.

During syndication, the loan was upsized from $1.75 billion, the spread firmed at the tight end of revised talk of Libor plus 500 bps to 525 bps, and down from initial talk of Libor plus 575 bps, and the original issue discount was tightened from 99.

Goldman Sachs & Co., Barclays, J.P. Morgan Securities LLC, Bank of America Merrill Lynch and UBS Securities LLC led the deal that is being used for working capital and other general corporate purposes and to finance the satisfaction/discharge of $254 million 7 1/8% debentures due 2023.

J.C. Penney is a Plano, Texas-based operator of department stores.

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