Four Seasons, Herff Jones, Clearwater Seafoods break; Appvion, F+W Media tweak deals

By Sara Rosenberg

New York, June 24 - Four Seasons Hotels and Resorts' credit facility made its way into the secondary market on Monday, with both the first- and second-lien term loans seen above their original issue discount prices, and Herff Jones and Clearwater Seafoods Inc. began trading as well.

Over in the primary market, Appvion reduced the size and revised pricing on its first-lien term loan and canceled its second-lien loan plans, and F+W Media Inc. lifted the coupon on its credit facility and widened the original issue discount on its term loan B while also sweetening the call protection.

Also, Beats Electronics LLC and LANDesk Software removed their credit facilities from the market, and PRV Aerospace LLC shelved its repricing proposal.

Furthermore, pricing guidance on the covenant-light term loans for Carl C. Icahn's alternative tender proposal for Dell Inc. came out in connection with debt's launch during the session.

Four Seasons starts trading

Four Seasons Hotels and Resorts' credit facility broke into the secondary market on Monday, with the $750 million seven-year first-lien term loan (B1/BB-) quoted at par bid, par ¾ offered and the $250 million 71/2-year second-lien term loan (Caa1/B-) quoted at par ¼ bid, 101¼ offered, according to a source.

Pricing on the first-lien term loan is Libor plus 325 basis points with a 1% Libor floor, and it was sold at an original issue discount of 993/4. There is 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 525 bps with a 1% Libor floor and was sold at 99. This tranche has call protection of 102 in year one and 101 in year two.

Last week, pricing on the first-lien loan was reduced to Libor plus 350 bps to 375 bps and the discount was tightened from 99, and the second-lien loan was flexed down from talk of Libor plus 600 bps to 625 bps while the discount was revised from 98.

In addition to the term loans, the company's $1.1 billion credit facility, which is expected to close on Thursday, includes a $100 million revolver (B1/BB-).

Citigroup Global Markets Inc. and Deutsche Bank Securities Inc. are leading the deal that will be used by the Toronto-based luxury hotels company to refinance existing debt.

Herff Jones frees up

Another deal to begin trading was Herff Jones, with the $525 million term loan B quoted at 99½ bid, par ½ offered, a trader said.

Pricing on the B loan is Libor plus 450 bps with a 1% Libor floor, and it was sold at n original issue discount of 99. There is 101 soft call protection for one year.

The company's $725 million credit facility (B2/BB-) also includes a $200 million revolver priced at Libor plus 325 bps.

During syndication, the B loan was downsized from $550 million and pricing was raised from talk of Libor plus 350 bps to 400 bps, and the revolver was upsized from $150 million.

Jefferies Finance LLC, PNC Capital Markets LLC, Bank of America Merrill Lynch and Wells Fargo Securities LLC are leading the deal that fund the acquisition of BSN Sports and refinance debt.

Herff Jones is an Indianapolis-based manufacturer and publisher of educational products, recognition awards and graduation-related items. BSN Sports is a Dallas-based distributor of team sports apparel and equipment.

Clearwater tops OID

Clearwater Seafoods' credit facility also freed up for trading, with the $200 million six-year term loan B quoted at par ¾ bid, 101¾ offered, according to a trader.

Pricing on the B loan is Libor plus 350 bps with a 1.25% Libor floor, and it was sold at an original issue discount of 993/4.

The company's roughly $350 million equivalent credit facility (B1/BB-) also includes a C$75 million five-year revolver, a C$30 million five-year term loan A and a C$45 million five-year delayed-draw term loan A.

During syndication, the spread on the term B was reduced from Libor plus 375 bps and the discount was tightened from 991/2. Also, the revolver was upsized from C$60 million.

BMO Capital Markets Corp. and GE Capital Markets are leading the deal that is being used to refinance existing debt and for capital expenditures.

Clearwater is a Bedford, Nova Scotia-based seafood company.

Appvion changes surface

Moving to the primary, Appvion reduced its six-year first-lien term loan to $335 million from $375 million, lifted pricing to Libor plus 450 bps from talk of Libor plus 400 bps to 425 bps and set the original issue discount at 99, the wide end of the 99 to 99½ guidance, according to a market source.

The first-lien term loan continues to have a 1.25% Libor floor and 101 soft call protection for one year.

Meanwhile, the $200 million seven-year second-lien term loan was removed from the capital structure, the source said. This tranche had been talked at Libor plus 775 bps to 800 bps with a 1.25% Libor floor, a discount of 98½ and call protection of 103 in year one, 102 in year two and 101 in year three.

Jefferies Finance LLC and Fifth Third Securities Inc. are leading the deal that will be used to refinance the company's 10½% secured notes due 2015. With the term loan size changes, the tender offers for the 9¾% subordinated notes due 2014 and 11¼% second-lien notes due 2015 were terminated.

Appvion (previously Appleton Papers Inc.) is an Appleton, Wis.-based producer of thermal, carbonless and security papers and Encapsys products.

F+W reworks deal

F+W Media raised pricing on its $125 million term loan B to Libor plus 650 bps from talk of Libor plus 500 bps to 525 bps, moved the original issue discount to 97 from 99 and made the tranche non-callable for one year, then at 102 in year two and 101 in year three, instead of just having 101 soft call protection for one year, according to a market source.

In addition, pricing on the $10 million revolver flexed up to Libor plus 650 bps from talk of Libor plus 500 bps to 525 bps, the source said.

The 1.25% Libor floor on the entire credit facility was left unchanged.

Macquarie Capital is leading the deal that will be used to refinance existing debt.

Net first-lien leverage is 3.7 times.

F+W Media is a community-focused, content creator and marketer of products and services for enthusiasts, with main offices in Blue Ash, Ohio, New York and Broomfield, Colo.

Beats pulls deal

Beats Electronics, a Santa Monica, Calif.-based consumer audio company, withdrew its $600 million to $650 million credit facility (B2/B+) due to current market conditions, a market source said.

The facility consisted of a $250 million five-year revolver, and a $350 million to $400 million 51/2-year term loan B talked at Libor plus 475 bps with a 1.25% Libor floor and an original issue discount of 98. The B loan had call protection of 102 in year one and 101 in year two.

During the syndication attempt, the revolver was upsized from $200 million and the term B was downsized from $500 million. Also, the B loan saw its spread increase from talk of Libor plus 325 bps to 350 bps, its floor lifted from 1%, its discount revised from 991/2, its call protection changed from just 101 for one year, its maturity shortened from six years, and a gross leverage covenant added to what was originally a covenant-light tranche.

Barclays, Citigroup Global Markets Inc. and J.P. Morgan Securities LLC were leading the deal that was going to be used to refinance a $225 million term loan and for general corporate purposes, with $400 million available for additional specified purposes, including acquisitions, investments and, for a limited period, an up to $150 million distributions to shareholders.

LANDesk cancels plans

LANDesk Software also pulled its $325 million credit facility (B2) as a result of current market conditions, according to a market source.

The facility consisted of a $25 million five-year revolver, and a $300 million seven-year term loan B talked at Libor plus 425 bps to 450 bps with a 1% Libor floor and an original issue discount of 991/2.

During the syndication attempt, the term loan B had been downsized from $330 million and price talk had been increased from Libor plus 375 bps to 400 bps.

BMO Capital Markets Corp. and Credit Suisse Securities (USA) LLC were leading the transaction that was going to be used to refinance existing debt and fund a dividend.

LANDesk is a South Jordan, Utah-based provider of systems lifecycle management and endpoint security, as well as IT service management services for desktops, servers and mobile devices.

PRV withdrawn

PRV Aerospace elected to remove its term loan B repricing proposal from market due to volatile conditions, according to a market source.

The repricing was talked at Libor plus 400 bps to 425 bps with a 1.25% Libor floor.

By comparison, current pricing on the loan is Libor plus 525 bps with a 1.25% Libor floor.

GE Capital Markets was leading the deal for the Everett, Wash.-based aerospace and defense company.

Icahn/Dell talk emerges

A call was held at 4 p.m. ET on Monday to kick off syndication on the $5.2 billion in covenant-light term loans for Carl C. Icahn's alternative tender proposal for Dell, and prior to the event, talk on the debt was released, a market source remarked.

The $2.2 billion six-year term loan B-1 is talked at Libor plus 400 bps with a 1% Libor floor, an original issue discount of 99½ and 101 soft call protection for one year. Amortization is 1% per annum.

And, the $3 billion 31/2-year term loan B-2 is talked at Libor plus 350 bps with a 0.75% Libor floor, a discount of 99½ and 101 soft call protection for one year, the source continued. Amortization is 10% per annum.

Jefferies Finance LLC is leading the deal.

Icahn is doing this deal to try to avoid having Dell taken private by Michael Dell, founder, chairman and chief executive officer, and Silver Lake for $13.65 per share in a transaction valued at about $24.4 billion.

Dell is a Round Rock, Texas-based provider of technology and business products and services.

NCI Building closes

In other news, NCI Building Systems Inc. completed its term loan refinancing, according to an 8-K filed with the Securities and Exchange Commission.

The company got a roughly $238.4 million six-year first-lien covenant-light term loan (B2/BB-) priced at Libor plus 325 bps with a 1% Libor floor and sold at an original issue discount of 991/2. There is 101 soft call protection for six months.

During syndication, pricing on the loan was reduced from talk of Libor plus 350 bps to 375 bps.

Credit Suisse Securities (USA) LLC, RBC Capital Markets, UBS Investment Bank and Citigroup Global Markets Inc. led the deal that was used to replace an existing term loan due May 2, 2018 priced at Libor plus 675 bps with a 1.25% Libor floor.

NCI is a Houston-based manufacturer of metal products for the nonresidential building industry.

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