Consolidated Communications, Air Medical hit secondary; Multi Packaging, Wesco revise deals

By Sara Rosenberg

New York, Nov. 29 - Consolidated Communications Holdings Inc. firmed pricing on its term loan B at the wide end of guidance and then freed up for trading on Thursday above its original issue discount price, and Air Medical Group Holdings Inc. broke as well.

Over in the primary, Multi Packaging Solutions Inc. made a new round of changes to its credit facility, this time downsizing the second-lien term loan and lifting pricing on the tranche, as well as on the first-lien term debt.

Also, Wesco Distribution Inc. upsized its U.S. term loan and widened the discount on its Canadian term loan, Focus Brands Inc. and B&G Foods Inc. began circulating talk on their upcoming deals, and USI Insurance Services set timing on its credit facility.

Additionally, Riverbed Technology Inc. and Consolidated Precision Products Corp. (WPP CPP Holdings LLC) came out with plans to launch new loans.

Consolidated breaks

Consolidated Communications' $515 million term loan B (Ba3/BB-) broke for trading on Thursday, with levels quoted at 99 3/8 bid, 99 7/8 offered on the open and then it moved up to 99½ bid, par offered, according to a market source.

Pricing on the loan is Libor plus 400 basis points, after finalizing at the high side of the Libor plus 375 bps to 400 bps talk, the source said. There is a 1.25% Libor floor and 101 soft call protection for one year, and the debt was sold at an original issue discount of 99.

Wells Fargo Securities LLC is leading the loan that is being used to refinance non-extended term loan borrowings.

Consolidated Communications is a Mattoon, Ill.-based rural local exchange company providing voice, data and video services.

Air Medical starts trading

Air Medical's $205 million 51/2-year senior secured term loan (B2/B) also emerged in the secondary market, with levels quoted at par ¼ bid, 101¼ offered, a market source remarked.

Pricing on the term loan is Libor plus 525 bps, after firming recently at the low end of the Libor plus 525 bps to 550 bps talk. There is a 1.25% Libor floor and soft call protection of 102 in year one and 101 in year two, and the debt was sold at an original issue discount of 99.

Barclays Capital Inc., J.P. Morgan Securities LLC, Morgan Stanley Senior Funding Inc., Bank of America Merrill Lynch and Citigroup Global Markets Inc. are leading the deal that will be used to fund the acquisition of Reach Medical Holdings LLC.

Total leverage is 4.8 times.

Boca Raton, Fla.-based Air Medical and Santa Rosa, Calif.-based Reach are providers of emergency air medical services.

Multi Packaging tweaks deal

Moving to the primary market, Multi Packaging Solutions revised its credit facility again, and is now asking lenders to recommit to the deal by 5 p.m. ET on Friday, according to a source.

Under the changes, the 61/2-year second-lien term loan (Caa1/CCC+) was downsized to $80 million from $100 million, and pricing was increased to Libor plus 900 bps from talk of Libor plus 825 bps to 850 bps, the source said. The tranche still has a 1.25% Libor floor, an original issue discount of 98 and hard call protection of 103 in year one, 102 in year two and 101 in year three.

Furthermore, the $290 million six-year first-lien term loan (B1/B) saw pricing flex to Libor plus 475 bps from talk of Libor plus 400 bps to 425 bps, the source remarked. The 1.25% Libor floor, original issue discount of 99 and 101 soft call protection for one year were left intact.

Earlier in syndication, the first-lien term loan had been downsized from $330 million, at which time the second-lien term loan was upsized to $100 million from $60 million.

Multi Packaging covenants

With the changes to size and pricing, Multi Packaging modified the net first-lien leverage and total net leverage covenants under the credit agreement. These covenants had originally been added to the deal during the first round of changes last week, whereas at launch, the loans were covenant-light.

The net first-lien leverage requirement is now 5 times, stepping to 4.5 times at December 2013 and 4 times at December 2014, versus the previously planned levels of 5.5 times, stepping down to 5 times at December 2013 and 4.5 times at December 2014, the source continued.

And, the total net leverage requirement is now 6.5 times, stepping down to 6 times at December 2013 and 5.5 times at December 2014, revised from 7 times, stepping down to 6.5 times at December 2013 and 6 times at December 2014.

Multi Packaging revolver

Multi Packaging's now $400 million senior secured credit facility also provides for a $30 million five-year revolver (B1/B).

Barclays and UBS Securities LLC are leading the deal that will be used to refinance existing debt, redeem preferred stock and pay dividends or other distributions to shareholders.

Under the revised structure, first-lien leverage is 3.7 times and total leverage is 4.6 times. First-lien leverage dropped from 4.1 times when the first-lien loan was downsized last week, and now that the second-lien loan has been reduced, total leverage dropped from 4.8 times, the source added.

Multi Packaging Solutions is a New York-based manufacturer of specialty print-based packaging products for the pharmaceutical, multi-media and consumer markets.

Wesco updates deals

Wesco Distribution also made another round of revisions, increasing the U.S. term loan to $700 million from $605 million and changing the original issue discount on the C$150 million term loan to 98 from 99, according to a market source.

Pricing on the U.S. term loan is Libor plus 350 bps with a 1% Libor floor and an original issue discount of 99. The spread was flexed the other week from Libor plus 300 bps.

The Canadian loan is priced at BA plus 400 bps with a 1% floor. Pricing on this tranche was increased earlier from initial talk of BA plus 350 bps.

Both term loans still have 101 soft call protection for one year.

Recommitments for the now roughly $850 million of new seven-year covenant-light term loans (Ba3/B+) are due by noon ET on Friday, the source continued.

Wesco lead banks

Credit Suisse Securities (USA) LLC, Barclays, UBS Securities LLC and Goldman Sachs & Co. are leading Wesco's credit facility.

Proceeds will be used to help fund the roughly C$1.14 billion acquisition of Eecol Electric Corp., a Calgary, Alta.-based full-line distributor of electrical equipment, products and services, and, as a result of the U.S. term loan upsizing, to repay existing senior subordinated notes due 2017, the source added.

Other funds for the notes redemption will come from $60 million of additional drawings under the company's revolvers.

Closing is expected this quarter, subject to approval under the Canadian Competition Act.

Wesco is a Pittsburgh-based provider of electrical, industrial and communications MRO and OEM products, construction materials and advanced supply chain management and logistics services.

Focus floats guidance

In more primary happenings, Focus Brands will host a conference call on Friday to launch $141 million in first-and second-lien add-on term loans, and in preparation for the event, price talk on the debt was announced, according to a market source.

The $91 million add-on first-lien term loan is talked at Libor plus 500 bps with a 1.25% Libor floor, an original issue discount of 99½ and 101 soft call protection through August 2013. The spread and floor matches existing first-lien pricing, and the call protection, which the existing loan will benefit from, is a six month extension of what is currently in place.

As for the $50 million add-on second-lien term loan, it is talked at Libor plus 900 bps with a 1.25% Libor floor and an original issue discount of 991/2. The coupon and floor are in line with existing second-lien pricing, and the add-on will have the same call protection as the existing debt, which is 103 through February 2013, 102 for the following year and 101 for the year thereafter.

Proceeds from the add-ons will be used to fund a dividend.

Focus Brands amending

In connection with the new loans, Focus Brands is asking lenders to amend its existing credit facility to permit the dividend payment and modify covenants, the source continued.

Lenders are being offered a 10 bps amendment fee.

Credit Suisse Securities (USA) LLC is the lead bank on the deal that will result in first-lien leverage of 4.5 times and total leverage of 6.5 times.

Commitments and amendment consents are due next week, the source added.

Focus Brands is an Atlanta-based franchisor and operator of ice cream stores, bakeries, restaurants and cafes.

B&G Foods repricing

B&G Foods is getting ready to launch with a call on Friday a repricing of its roughly $223 million term loan B, under which the spread on the debt will be reduced to Libor plus 300 bps from Libor plus 350 bps but the 1% Libor floor will be left unchanged, according to a market source.

The repriced loan is being offered at par and includes 101 soft call protection for one year, the source said.

With the repricing, the company is asking to amend the existing credit agreement to remove step downs from the leverage covenant, the source added.

Credit Suisse Securities (USA) LLC, Barclays and RBC Capital Markets LLC are the lead banks on the deal.

B&G Foods is a Parsippany, N.J.-based manufacturer, seller and distributor of shelf-stable foods.

Heartland launches

Also on the new deal front, Heartland Dental Care Inc. held its bank meeting in the morning, but declined to go out with price talk on its $750 million credit facility as the company is waiting on ratings, according to a market source.

The facility consists of a $100 million revolver, a $450 million first-lien term loan and a $200 million second-lien term loan.

RBC Capital Markets LLC, BMO Capital Markets Corp. and Jefferies & Co. are leading the deal that will be used to help fund the roughly $1.3 billion buyout of the company by Teachers' Private Capital.

As part of the transaction, Heartland Dental founder and chief executive officer Rick Workman will retain a significant minority position along with management and employees.

Heartland Dental is an Effingham, Ill.-based provider of office support services to dental offices.

Greektown comes to market

Greektown Superholdings Inc. held its bank meeting too, and it is also holding off on going out with price talk until all ratings are received, according to a market source.

The $455 million credit facility consists of a $15 million three-year revolver (BB-), a $15 million five-year term loan A (BB-), a $325 million six-year first-lien term loan B (BB-) that has 101 soft call protection for one year, and a $100 million seven-year second-lien term loan (CCC+) that has call protection of 103 in year one, 102 in year two and 101 in year three.

Bank of America Merrill Lynch, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and Jefferies & Co. are leading the deal.

Proceeds will be used to refinance existing 13% senior secured notes and a revolver.

Greektown operates through its subsidiaries, including the Greektown Casino-Hotel, which is located in Detroit.

USI reveals timing

USI Insurance Services disclosed that its credit facility will be launching to investors with a bank meeting at 2 p.m. ET on Dec. 6, and that the deal includes a $150 million five-year revolver and a $1.025 billion seven-year covenant-light term loan B, sources said.

Previously, sources were hearing that the company would be bringing a roughly $1 billion covenant-light term loan to market, but timing was unavailable as were revolver details.

The term loan B has 101 soft call protection for one year, sources remarked.

Bank of America Merrill Lynch, Morgan Stanley Senior Funding Inc., Citigroup Global Markets Inc., Goldman Sachs & Co., RBC Capital Markets LLC and UBS Securities LLC are leading the $1.175 billion deal.

USI being acquired

Proceeds from USI's credit facility, along with more than $600 million in bonds, will be used to fund its buyout by Onex Corp. from GS Capital Partners VI Fund LP for around $2.3 billion.

With the transaction, employees of USI will remain significant investors in the company going forward.

Closing is expected by year-end, subject to customary conditions and regulatory approvals.

USI is a Briarcliff Manor, N.Y.-based insurance broker.

Riverbed joins calendar

Riverbed Technology emerged with new deal plans, setting a bank meeting for 10 a.m. ET on Friday to launch a $500 million seven-year senior secured term loan (Ba3), according to a market source.

Morgan Stanley Senior Funding Inc. and Goldman Sachs & Co. are leading the transaction that will be used to help fund the acquisition of Opnet Technologies Inc., a Bethesda, Md.-based provider of services for application and network performance management.

The acquisition price is $43 per share in cash and stock, comprised of $36.55 in cash and 0.2774 of a share of Riverbed common stock per Opnet share. The equity value of the transaction is $1 billion and the enterprise value is $921 million.

Closing is expected by Dec. 31, subject to the tender of shares by a majority of Opnet stockholders, financing and the expiration or termination of Hart-Scott-Rodino.

Riverbed is a San Francisco-based IT performance company.

Consolidated Precision deal

Consolidated Precision Products also surfaced on the forward calendar, as it scheduled a bank meeting for Tuesday to launch a $700 million credit facility, according to a market source.

The facility consists of a $100 million five-year revolver that has a 50 bps unused fee, a $415 million seven-year first-lien term loan that has a 1.25% Libor floor and 101 soft call protection for one year, and a $185 million eight-year second-lien term loan that has a 1.25% Libor floor and call protection of 102 in year one and 101 in year two, the source said.

UBS Securities LLC, GE Capital Markets and RBC Capital Markets LLC are leading the deal that will help fund the purchase of ESCO Corp.'s Turbine Technologies Group and refinance existing debt.

Closing is expected after satisfaction of regulatory requirements and other customary conditions.

Consolidated Precision is a Pomona, Calif.-based manufacturer of highly engineered components and sub-assemblies. The Turbine Technologies Group is a manufacturer of superalloy precision investment cast components.

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