El Pollo breaks; Cumulus, Evans, Vertafore tweak deals; Autoparts accelerates deadline

By Sara Rosenberg

New York, July 14 - El Pollo Loco's credit facility made its way into the secondary market on Thursday, with levels on the term loan quoted wrapped around the original issue discount price in light trading.

Over in the primary market, Cumulus Media Inc. made a number of changes to its credit facility, including splitting its term loan B into a first- and second-lien tranche and releasing new price talk on the restructured deal.

Also, Evans Analytical Group revised pricing and original issue discount on its credit facility, Vertafore Inc. trimmed the original issue discount on its add-on and Autoparts Holdings Ltd. sped up its commitment deadline.

Furthermore, Ocwen Financial Corp. firmed timing on the launch of its new deal, and Royalty Pharma, Inmar Inc. and Ardent Health Services LLC released price talk on their credit facilities as the deals were launched to investors during the session.

In more loan happenings, Styron's credit facility amendment received the required amount of consents from lenders, paving the way for the company to bring a bond deal to market.

El Pollo frees up

El Pollo Loco, a Costa Mesa, Calif.-based restaurant operator, saw its credit facility break for trading on Thursday, with the $170 million term loan (B) quoted at 96½ bid, 97½ offered, a trader said.

Pricing on the six-year term loan is Libor plus 775 basis points with a 1.5% Libor floor, and it was sold at an original issue discount of 97. The tranche is non-callable for one year, then at 105 in year two, 102 in year three and 101 in year four.

During syndication, the term loan was upsized from $160 million as a note offering was downsized, pricing moved from talk of Libor plus 600 bps to 650 bps, the discount widened from 98, and call protection was revised from non-callable for one year, then at 103, 102, 101.

The company's $182.5 million senior secured credit facility also includes a $12.5 million five-year revolver (B+) priced at Libor plus 775 bps with no Libor floor and sold at an original issue discount of 98.

Jefferies & Co. is the leading the deal that is being used to refinance existing debt.

Cumulus Media restructures

Switching to the primary, Cumulus Media reworked its senior secured credit facility structure so that there is a $1.25 billion seven-year first-lien term loan and a $790 million 71/2-year second-lien term loan, instead of just a $2.04 billion seven-year term loan B, according to a market source.

Talk on the first-lien term loan is 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, the source said.

By comparison, under the initial structure, the term B was talked at Libor plus 375 bps to 400 bps with a 1.25% Libor floor, an original issue discount of 99 to 99½ and 101 soft call protection for one year.

As for the new second-lien term loan, talk is Libor plus 600 bps with a 1.5% Libor floor and an original issue discount of 981/2. The tranche is non-callable for one year, then at 103 in year two, 102 in year three and 101 in year four, the source added.

Cumulus getting revolver

As before, Cumulus Media's $2.415 billion credit facility also includes a $375 million five-year revolver.

Facility ratings are to be determined, whereas prior to the restructuring, the deal was rated Ba3/B+, the source added.

J.P. Morgan Securities LLC, UBS Securities LLC, Macquarie Capital, RBC Capital Markets LLC and ING Financial Markets LLC are the lead banks on the facility are asking for commitments by noon ET on Tuesday.

Proceeds will be used to help fund the acquisition of Citadel Broadcasting Corp. and to refinance all of the outstanding debt of Cumulus, Citadel and Cumulus Media Partners LLC. Cumulus already repaid its existing term loan using proceeds from a $610 million notes offering that was completed in May.

Cumulus using equity, too

In addition to the credit facility, Cumulus Media will get up to $500 million of equity from Crestview Partners and Macquarie Capital for acquisition financing.

Cumulus is buying Citadel for $37 per share, or $2.4 billion. Citadel stockholders have the option to receive the per-share payment in cash or get 8.525 shares of Cumulus common stock, subject to proration. The total amount of cash available in the transaction is $1.4 billion, and the total number of common stock shares available is about 151 million.

Closing is expected by the end of this year, subject to customary conditions, including Citadel stockholder approval, expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and regulatory approval from the Federal Communications Commission.

Cumulus is an Atlanta-based radio broadcaster. Citadel is a Las Vegas-based radio company.

Evans trims pricing

Evans Analytical revised pricing on its $150 million credit facility to Libor plus 450 bps from Libor plus 500 bps and moved the original issue discount to 99½ from 99, while leaving the 1.5% Libor floor intact, according to a source.

The facility consists of a $15 million revolver and a $135 million term loan.

As part of the changes, 101 soft call protection for one year was added to the term loan, the source continued.

GE Capital Markets is the lead bank on the deal that will be used to refinance existing debt.

Evans Analytical Group is a Sunnyvale, Calif.-based independent laboratory network.

Vertafore revises OID

Vertafore modified the original issue discount on its $75 million add-on term loan (B+) to 98½ from 98, according to a market source.

Pricing on the add-on matches existing term loan pricing at Libor plus 375 bps with a 1.5% Libor floor, and all of the debt includes 101 soft call protection for one year. When the existing loan was obtained early this year, it was sold at par.

Credit Suisse Securities (USA) LLC and Bank of America Merrill Lynch are the lead banks on the deal that will be used to fund an acquisition.

Vertafore is a Bothell, Wash.-based provider of software and information to the insurance distribution channel.

Autoparts moves deadline

Autoparts Holdings accelerated the commitment deadline on its $730 million senior secured credit facility to noon ET on Friday from July 21, according to a market source.

The facility consists of a $50 million revolver (B1/B+) and a $530 million first-lien term loan (B1/B+), both talked at Libor plus 500 bps, and a $150 million second-lien term loan (Caa1/B-) talked at Libor plus 900 bps. All tranches have a 1.5% Libor floor and an original issue discount of 99.

The first-lien term loan includes 101 soft call protection for one year, and the second-lien term loan has call protection of 103 in year one, 102 in year two and 101 in year three.

Credit Suisse Securities (USA) LLC, HSBC Securities (USA) Inc. and Nomura are the joint lead arrangers on the deal.

Autoparts being acquired

Proceeds from Autopart's credit facility will be used to help fund the acquisition by Rank Group of Honeywell's automotive Consumer Products Group (Autoparts Holdings) in a cash transaction valued at about $950 million.

Other funds for the purchase will come from roughly $307 million of equity.

Closing is expected in the third quarter, subject to regulatory approval and customary conditions. It is not subject to financing.

Autoparts is a Danbury, Conn.-based supplier to the light- and heavy-duty vehicle aftermarket for replacement parts.

Ocwen timing emerges

Ocwen Financial nailed down timing on the launch of its $575 million senior secured term loan (B) that is being led by Barclays Capital Inc., with the scheduling of a bank meeting for 1 p.m. ET on Tuesday, according to a market source.

Proceeds will be used to help fund the acquisition of Litton Loan Servicing LP from Goldman Sachs Group Inc. for a base purchase price of $263.7 million in cash. Ocwen will also pay $337.4 million, subject to adjustments, to retire a portion of the outstanding debt on an existing advance facility at Litton that was provided by Goldman.

Closing is subject to the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and other conditions.

Ocwen is an Atlanta-based provider of residential and commercial loan servicing, special servicing and asset management services. Litton is a provider of servicing and subservicing of primarily non-prime residential mortgage loans.

Royalty Pharma sets talk

Also in the primary, Royalty Pharma held a bank meeting on Thursday to kick off syndication on its proposed $3.6 billion credit facility, and in connection with the launch, price talk was announced, according to a market source.

The $850 million five-year term loan at RPI Select Finance Trust is being talked at Libor plus 225 basis points with no Libor floor, the source said. The tranche has 10% amortization and no call protection.

The $1.375 billion 51/4-year term loan at RPI Finance Trust is being talked at Libor plus 275 bps with a 1% Libor floor, an original issue discount of 99¾ and 101 soft call protection for one year. This tranche has 1% amortization.

And, the $1.375 billion 61/4-year term loan at RPI Finance Trust is being talked Libor plus 300 bps with a 1% Libor floor, an original issue discount of 99½ and 101 soft call protection for one year. It includes 1% amortization as well, the source added.

Royalty Pharma lead banks

Bank of America Merrill Lynch, Goldman Sachs & Co. and Citigroup Global Markets Inc. are the lead banks on Royalty Pharma's credit facility.

Commitments are due on July 28.

Proceeds will be used to refinance existing debt, fund a distribution and put cash on the balance sheet. The borrowing entities were newly formed for this transaction.

Royalty Pharma is a New York-based acquirer of royalty interests in marketed and late-stage biopharmaceutical products.

Inmar reveals guidance

Inmar released talk of Libor plus 475 bps with a 1.25% Libor floor, an original issue discount of 99 and 101 soft call protection for one year on its $210 million term loan B as the deal launched with a bank meeting on Thursday morning, according to a market source.

The $240 million senior secured credit facility (B1/B+) also includes a $30 million revolver talked at Libor plus 450 bps with no Libor floor, the source said.

Wells Fargo Securities LLC and J.P. Morgan Securities LLC are the lead banks on the deal that will be used to refinance existing debt and fund a dividend.

Inmar is a Winston-Salem, N.C.-based connecter of trading partners through consulting, software services and operations.

Ardent discloses pricing

Ardent Health also came out with guidance with its launch on Thursday, presenting its $200 million term loan B add-on to existing lenders with talk of Libor plus 500 bps to 525 bps with a 1.5% Libor floor, an original issue discount of 98½ and 101 soft call protection for one year, according to a market source.

The company's existing term loan B was obtained in the early part of 2010 as part of a dividend recapitalization at a size of $325 million and with pricing of Libor plus 500 bps with a 1.5% Libor floor. It was sold at an original issue discount of 98.

If pricing on the add-on does not end up in line with existing pricing, the existing B loan will be repriced to match the add-on, the source remarked.

Ardent buying hospitals

Proceeds from Ardent term loan B add-on will be used to fund acquisitions of hospitals, including the purchase of SouthCrest Hospital in Tulsa, Okla., and Claremore Regional Hospital in Claremore, Okla., from Community Health Systems Inc.

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

The add-on matures in September 2015, same as the existing B loan.

Ardent Health Services is a Nashville, Tenn.-based operator of acute care hospitals and specialty care facilities.

Styron amendment passes

In other news, Styron's lenders approved an amendment to its credit facility that allows for the sale of $800 million of bonds to repay $400 million of term loan debt and fund a dividend, according to a market source.

As of March 31, the company had $1.397 billion outstanding under its term loan. The debt is priced at Libor plus 450 bps with a 1.5% Libor floor.

Additionally, as was reported in June, the company is planning to repay some of its term loan borrowings with proceeds from a proposed initial public offering of ordinary shares, with remaining IPO proceeds going towards general corporate purposes.

Styron revising covenants

On top of permitting the notes, Styron's credit facility amendment is eliminating the interest coverage ratio and changing the secured leverage covenant, the source said.

Deutsche Bank Securities Inc. acted as the lead bank on the amendment.

Lenders were offered a 15 bps amendment fee and consents were due earlier this week.

Styron is a Berwyn, Pa.-based materials company established in June 2010. The company will be changing its name to Trinseo SA later this year.

inVentiv wraps acquisition

inVentiv Health Inc., a Somerset, N.J.-based provider of clinical, consulting and commercial services to the health care industry, completed its purchase of PharmaNet Development Group, a Princeton, N.J.-based provider of drug development services, from JLL Partners Inc., according to a news release.

To help fund the transaction, inVentiv got a new $245 million seven-year incremental term loan (B1/BB-) priced at Libor plus 525 bps with a 1.5% Libor floor. It was sold at an original issue discount of 99 and there is 101 soft call protection for one year.

During syndication, pricing firmed at the wide end of the revised Libor plus 500 bps to 525 bps talk, and up from initial talk of Libor plus 425 bps to 450 bps.

Citigroup Global Markets Inc., Bank of America Merrill Lynch and Jefferies & Co. Inc. led the deal.

Rent-A-Center closes

Rent-A-Center Inc. closed on its $750 million senior credit facility, according to a news release, consisting of a $250 million term loan A and a $500 million revolver.

J.P. Morgan Securities LLC, Bank of America Merrill Lynch, Compass Bank and Wells Fargo Securities LLC led the deal that was used to refinance about $358 million of existing senior term debt and replace a $375 million revolver that was set to mature on Sept. 30, 2013.

Rent-A-Center is a Plano, Texas-based rent-to-own operator.

Crown Media completes deal

Crown Media Holdings Inc. closed on its $240 million facility (Ba2/BB-), consisting of a $30 million five-year revolver and a $210 million seven-year term loan B, according to a news release.

Pricing on the B loan is Libor plus 450 bps with a 1.25% Libor floor, and it was sold at an original issue discount of 99. There is 101 soft call protectionn for one year.

During syndication, pricing on the term B was increased from talk in the Libor plus 400 bps area and the discount firmed at the wide end of the 99 to 99½ talk.

J.P. Morgan Securities LLC led the deal that was used to refinance existing intercompany debt and preferred stock.

Crown Media is a Studio City, Calif.-based owner and operator of pay television channels, including the Hallmark Channel and Hallmark Movie Channel.

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