Grocery Outlet, Fibertech break; Houghton, Air Medical, Golden Gaming, St. George's set talk

By Sara Rosenberg

New York, Nov. 26 - Grocery Outlet Inc. finalized pricing on its first-lien term loan at the wide end of revised guidance and then freed up for trading on Monday, with both the first- and second-lien term loans quoted above their original issue discount prices, and Fibertech Networks broke too.

In more loan happenings, Houghton International Inc. and Air Medical Group Holdings Inc. disclosed talk and Stallion Oilfield Holdings Inc. released call protection details with their launches, while Golden Gaming LLC and St. George's University began circulating price talk ahead of their bank meetings.

Also, Tribune Co., PVH Corp. and Heartland Dental Care Inc. came out with timing on their facilities, and Alliant Insurance Services Inc. (Alliant Holdings I) as well as Alliance Laundry Systems LLC revealed that they are getting ready to bring new deals to market.

Furthermore, Artel Inc. reduced the size of its credit facility and flexed pricing higher on the term loan B tranche.

Grocery Outlet frees up

Grocery Outlet's credit facility made its way into the secondary market on Monday, with the $315 million six-year covenant-light first-lien term loan B quoted at 99¼ bid, par ¼ offered, and the $115 million 61/2-year covenant-light second-lien term loan quoted at 98¼ bid, 99¼ offered, a trader said.

Pricing on the first-lien term loan B, which previously had been downsized from $360 million, is Libor plus 575 basis points, after firming at the high side of revised talk of Libor plus 550 bps to 575 bps and wide of initial talk of Libor plus 475 bps to 500 bps. There is a 1.25% Libor floor and 101 soft call protection for one year, and it was sold at an original issue discount of 99.

The second-lien term loan is priced at Libor plus 925 bps, after flexing earlier from Libor plus 850 bps. There is a 1.25% Libor floor and hard call protection of 103 in year one, 102 in year two and 101 in year three. The debt was sold at an original issue discount of 98.

Grocery getting revolver

Grocery Outlet's $460 million senior secured credit facility also provides for a $30 million five-year revolver priced at Libor plus 575 bps.

Barclays, Credit Suisse Securities (USA) LLC and UBS Securities LLC are the lead banks on the deal that will be used to refinance existing debt and fund a dividend, the size of which was reduced to $100.5 million from $144.5 million when the first-lien term loan was downsized.

Leverage is 3.7 times through the first-lien, 5 times through the second-lien and 6 times on a lease adjusted basis. Prior to the first-lien term loan size reduction, first-lien leverage was 4.2 times, second-lien leverage was 5.6 times and lease adjusted leverage was 6.3 times.

Grocery Outlet, a portfolio company of Berkshire Partners, is a Berkeley, Calif.-based extreme-value grocery retailer.

Fibertech starts trading

Fibertech Networks' credit facility allocated as well, with the $380 million covenant-light term loan B freeing up at par ½ bid, according to a market source.

Pricing on the term loan B is Libor plus 450 bps, after firming at the tight end of the Libor plus 450 bps to 475 bps talk. 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 991/2.

The company's $430 million credit facility (B2/B+), which also includes a $50 million revolver, will be used to refinance existing debt and fund a dividend.

TD Securities (USA) LLC is the bookrunner and lead arranger on the deal, and M&T Securities Inc. and UBS Securities LLC are co-arrangers.

Fibertech is a Rochester, N.Y.-based provider of fiber optic bandwidth services.

Houghton launches

Over in the primary, Houghton International held its New York bank meeting in the afternoon, and with the launch, price talk on the U.S. portion of its first-lien term loan and on its second-lien term loan emerged, according to a market source.

The U.S. tranche under the $535 million first-lien term loan (B) is talked at Libor plus 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. The loan can include an up to €100 million carve-out, with price talk on this debt not yet out since it won't launch in London until Wednesday morning.

As for the $250 million second-lien term loan (CCC+), it is talked at Libor plus 825 bps with a 1.25% Libor floor, an original issue discount of 98 and call protection of 103 in year one, 102 in year two and 101 in year three, the source remarked.

Houghton being acquired

Proceeds from Houghton's $835 million credit facility, which also includes a $50 million revolver (B), will help fund its purchase by Gulf Oil Corp. Ltd. for $1.05 billion.

RBC Capital Markets LLC is the lead arranger on the deal.

The acquisition is subject to customary closing conditions.

Houghton is a Norristown, Pa.-based developer, producer and manager of specialty chemicals, oils and lubricants. Gulf Oil is a Hyderabad, India-based diversified company with business activities in lubricants, industrial explosives, mining and infrastructure services and property development.

Air Medical guidance

Air Medical Group revealed talk of Libor plus 525 bps to 550 bps with a 1.25% Libor floor, an original issue discount of 99 and soft call protection of 102 in year one and 101 in year two on its $205 million 51/2-year senior secured term loan that launched with a call at noon ET on Monday, according to a market source.

Lead banks, Barclays, J.P. Morgan Securities LLC, Morgan Stanley Senior Funding Inc., Bank of America Merrill Lynch and Citigroup Global Markets Inc., are seeking commitments by 5 p.m. ET on Wednesday, the source remarked.

Proceeds will fund the acquisition of Reach Medical Holdings LLC, a Santa Rosa, Calif.-based provider of air medical transport services.

Air Medical, a provider of emergency air medical services, will have total leverage of 4.8 times, the source added.

Stallion call premiums

Stallion Oilfield also launched during the session, and call protection on the $500 million senior secured five-year first-lien covenant-light term loan (B) emerged as non-callable for one year, then at 102 in year two and 101 in year three, according to a market source.

Price talk on the loan came out last week at Libor plus 650 bps with a 1.25% Libor floor and an original issue discount of 98.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to redeem the company's remaining $134 million of senior secured notes due 2015, to fund a portion of a roughly $385 million dividend, to fund transaction costs and for other corporate purposes.

In addition, the company is looking to upsize its Bank of America Merrill Lynch-led asset-based credit facility to $75 million from $50 million through an amendment.

Stallion is a Houston-based provider of wellsite support, completion, production and logistics services to oil and gas exploration and production companies, drilling contractors and other service companies.

Golden Gaming floats talk

In more primary news, Golden Gaming released price talk of Libor plus 750 bps to 775 bps with a 1.25% Libor floor and an original issue discount of 98 on its proposed senior term loan in preparation for its bank meeting on Wednesday at 2 p.m. ET, according to a market source.

The size of the loan is not yet available, the source said.

Macquarie Capital is leading the transaction that will be used to refinance existing first-and second-lien loan borrowings.

Leverage will be 4.8 times, the source continued.

Golden Gaming is an owner and operator of casinos, gaming taverns and slot routes in Nevada, all of which are focused primarily on catering to the locals market.

St. George's talk surfaces

St. George's University announced that it will be hosting bank meeting at 10:30 a.m. ET on Wednesday to launch a $250 million first-lien term loan, and talk on the debt came out at Libor plus 650 bps to 700 bps with a 1.5% Libor floor, an original issue discount of 98 and 101 soft call protection for one year, according to a market source.

Lead bank, Credit Suisse Securities (USA) LLC, will be looking for commitments by Dec. 12, the source said.

Proceeds will be used to fund a return of capital to the founders and for general corporate purposes.

St. George's is a Grenada, West Indies-based for-profit medical, veterinary and arts & sciences school.

Tribune sets meeting

Tribune released timing on the launch of its previously announced $1.4 billion exit financing credit facility, setting a bank meeting for 10:30 a.m. ET in New York on Wednesday, according to a market source.

The facility consists of a $300 million five-year ABL revolver that, based on court filings, is expected to be priced at Libor plus 150 bps, and a $1.1 billion seven-year term loan with pricing that is still to be determined.

J.P. Morgan Securities LLC, Citigroup Global Markets Inc., Deutsche Bank Securities Inc. Credit Suisse Securities (USA) LLC and Bank of America Merrill Lynch are leading the deal, with JPMorgan the left lead on the term loan and Bank of America the left lead on the revolver.

Proceeds will fund cash plan distributions for some creditors and operations after the company's plan of reorganization takes effect.

Tribune is a Chicago-based media company.

PVH timing emerges

PVH will be holding a bank meeting at 11 a.m. ET in New York on Wednesday to launch its $3,825,000,000 senior secured credit facility (Ba1/BBB-), according to a market source.

As already reported, the deal includes a $750 million revolver, a $1.2 billion term loan A and a $1,875,000,000 term loan B. The revolver and term loan A have five year maturities and the term loan B has a seven year maturity, the source said.

Barclays, Bank of America Merrill Lynch, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC and RBC Capital Markets LLC are leading the deal that will be used to help fund the purchase of Warnaco Group Inc., refinance debt at both companies and provide liquidity going forward.

Warnaco is being bought for $51.75 per share in cash and 0.1822 of a share of PVH common stock for each share of Warnaco common stock. The transaction is valued at around $2.9 billion.

Closing is expected in early 2013, subject to Warnaco stockholder and regulatory approvals.

Leverage is around 3.4 times based on 2012 estimated EBITDA, the source remarked.

Bridgewater, N.J.-based PVH and New York-based Warnaco are apparel companies.

Heartland readies launch

Heartland Dental Care set a bank meeting for Thursday morning to launch its $750 million credit facility, according to a market source. Previously, the deal was simply labeled as post-Thanksgiving business.

The facility is comprised 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 transaction that will help fund the roughly $1.3 billion purchase of the company by Teachers' Private Capital.

Rick Workman, founder and chief executive officer, management and employees will retain a significant minority position in the company.

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

Alliant coming soon

Alliant Insurance Services set a bank meeting for 12:30 p.m. ET in New York on Wednesday to launch a $780 million credit facility that includes a $680 million seven-year term loan B and a $100 million five-year ABL revolver, according to a market source.

J.P. Morgan Securities LLC is leading the deal that will be used to help fund the buyout of the company by Kohlberg Kravis Roberts & Co. LP from Blackstone.

With the transaction, management and employees of Alliant will roll over a substantial portion of their investment in the company.

Closing is expected this quarter, subject to certain conditions.

Alliant is a Newport Beach, Calif.-based specialty insurance brokerage firm.

Alliance joins calendar

Alliance Laundry Systems will hold a conference call at 1:30 p.m. ET on Tuesday to launch a $560 million credit facility that will be used to refinance existing debt and fund a dividend, according to a market source.

The facility consists of a $75 million five-year revolver (B2), a $360 million six-year covenant-light first-lien term loan (B2) that has 101 soft call protection for one year and a $125 million seven-year covenant-light second-lien term loan (Caa2) that has call protection of 103 in year one, 102 in year two and 101 in year three, the source said.

Bank of America Merrill Lynch, BMO Capital Markets Corp., Morgan Stanley Senior Funding Inc., Scotia Capital (USA) Inc. and Fifth Third Securities Inc. are the lead banks on the deal.

Alliance Laundry is a Ripon, Mass.-based designer, manufacturer and marketer of commercial laundry equipment used in laundromats, multi-housing laundries and on-premise laundries.

Artel reworks deal

Also on the primary front, Artel cut its term loan B to $100 million from $125 million and increased pricing to Libor plus 600 bps from talk of Libor plus 550 bps to 575 bps, a market source said. The 1.25% Libor floor, original issue discount of 99 and 101 soft call protection for one year were left unchanged.

In addition, the company downsized its revolver to $15 million from $20 million, the source continued.

Proceeds from the now $115 million credit facility are being used to refinance existing debt and to fund a dividend.

RBC Capital Markets is leading the deal for the Reston, Va.-based telecom and IT solutions provider.

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