Puerto Rico Cable tweaks loan; HIT sets talk; Arby's adds step down; CII cuts spread; DoubleClick breaks

By Sara Rosenberg

New York, July 13 - Puerto Rico Cable Acquisition Co. Inc., dba Choice Cable TV, tweaked its in-market credit facility, shifting some funds into its first-lien term loan from its second-lien term loan, modifying pricing and reworking call protection.

Meanwhile, HIT Entertainment plc set opening price talk on its newly launched deal, Arby's Restaurant Group Inc. added a step down in pricing to its oversubscribed term loan and CII Carbon LLC reverse flexed pricing on its term loan.

In secondary doings, DoubleClick Inc. allocated its new deal, with the first-lien term loan ending the session near 102 and the second-lien term loan ending the session in the upper-103 context.

Puerto Rico Cable moved $8 million into its first-lien term loan from its second-lien term loan, added a step down in pricing to its first-lien term loan and revolver, reverse flexed pricing on its second-lien term loan and changed the call protection on the second-lien term loan, according to a market source.

The first-lien term loan was upsized to $78 million from $70 million and although pricing was left unchanged from initial talk of Libor plus 325 basis points, a step down to Libor plus 300 basis points was added, effective when the total leverage ratio is less than or equal to 5x, the source said.

In conjunction with the first-lien upsizing, the second-lien term loan was reduced to $26 million from $34 million. Furthermore, pricing on the second-lien loan was lowered to Libor plus 625 basis points from original price talk of Libor plus 650 basis points. Lastly, call protection on the second-lien was changed to 101 in year one from 102 in year one, 101 in year two, the source continued.

As for the $10 million revolver, that was left unchanged in terms of size, and pricing remained at Libor plus 325 basis points, but, like the first-lien term loan, a step down to Libor plus 300 basis points was added effective when the total leverage ratio is less than or equal to 5x.

These changes were made to the $114 million deal because the tranches were well oversubscribed, the source explained.

"Investors are re-committing to the new terms," the source added.

TD Securities is the sole lead bank on the deal that will be used for a first- and second-lien recapitalization.

In 2004, TD led the Puerto Rico Cable's previous financing, a $10 million revolver and an $80 million term loan, which was used to finance Hicks, Muse, Tate and Furst's acquisition of the Puerto Rico-based cable company.

HIT price talk

HIT Entertainment released opening price talk on its credit facility at a Wednesday afternoon bank meeting, with the $77 million six-year revolver launched to investors at Libor plus 225 basis points and the $376 million seven-year term loan B launched to investors at Libor plus 250 basis points, according to a market source.

Merrill Lynch and Deutsche Bank are the lead banks on the deal, with Merrill left lead.

Proceeds from the $453 million credit facility (B1) will be used to help fund Apax Partners' leveraged buyout of HIT Entertainment.

The company also plans on approaching the bond market for LBO financing with a $172 million eight-year senior subordinated note offering.

HIT Entertainment is a London-based producer of children's television programming, including Barney and Friends and Bob the Builder.

Arby's adds pricing grid

Arby's inserted a step down provision in its $600 million term loan agreement Wednesday under which pricing can drop to Libor plus 200 basis points from current pricing of Libor plus 225 basis points when leverage is less than 31/2x, according to a market source.

The decision to put a step down into the credit agreement came on the heels of the term loan tranche being oversubscribed by the time the book was closed on Tuesday.

Arby's $700 million senior secured credit facility (B1/B+) also includes a $100 million revolver with an interest rate of Libor plus 200 basis points.

Citigroup, Bank of America and Credit Suisse First Boston are the lead banks on the deal.

Proceeds from the new credit facility will be used to fund the acquisition of RTM Restaurant Group and refinance debt.

New York-based holding company Triarc Cos. Inc., parent of Arby's franchise trust - which is the franchisor of the Arby's restaurant system, will acquire RTM for $175 million in cash plus either 10 million shares of its existing class B common stock, series 1, or 10 million shares of newly created nonvoting class B common stock, series 2, that will convert into class B-1.

As part of the transaction, Triarc will provide $135 million cash to fund the acquisition and will consolidate its restaurant operations, including RTM, under Arby's Restaurant Group.

Arby's financing commitments will cover the remaining cash needed to complete the acquisition, including transaction costs, and to refinance some of its own and RTM's existing debt. The company is assuming $420 million of net debt and related prepayment expenses, including about $185 million of RTM's capitalized lease obligations and financing obligations.

Triarc said it will look into creating a publicly traded restaurant company separate from its asset management business.

CII lowers pricing

CII Carbon reverse flexed pricing on its $220 million seven-year term loan B to Libor plus 200 basis points from Libor plus 225 basis points, according to a market source.

Pricing on the $50 million five-year revolver was left unchanged at Libor plus 200 basis points, the source added.

JPMorgan is the sole lead bank on the $270 million credit facility (B1/B+) that will be used to refinance existing debt.

CII Carbon is a New Orleans-based producer of calcined petroleum coke.

Allegheny Energy Supply cuts spread

Allegheny Energy Supply Co. LLC reduced pricing on its a $1.075 billion term loan to Libor plus 175 basis points from Libor plus 200 basis points, according to a market source.

Furthermore, the step down (which was previously to Libor plus 175 basis points) was changed to Libor plus 150 basis points, but is still effective under the originally proposed condition of a ratings upgrade.

Citigroup is the lead bank on the deal that will be used to refinance the company's existing term loan, under which there is currently $744 million outstanding, and approximately $331 million principal amount of the 10¼% senior notes due November 2007. Also, Allegheny Energy Supply will redeem $35 million of its 13% senior notes due November 2007.

The company anticipates closing on the new facility by the end of July, with the funding for the refinancing of the 10¼% senior notes expected in August.

Allegheny Energy Supply is the subsidiary of Greensburg, Pa.,-based Allegheny Energy Inc. that owns and operates electric generating facilities.

DoubleClick breaks

DoubleClick freed up for trading on Wednesday, with the first-lien term loan B opening around par ¾ bid, 101½ offered but ticking higher during market hours to close out the day at 101½ bid, 102¼ offered, according to a trader.

The $290 million seven-year senior secured first-lien term loan B (B2/B) is priced with an interest rate of Libor plus 400 basis points - the high end of original price guidance at launch of Libor plus 375 to 400 basis points - and contains call protection of 102 in year one and 101 in year two. The deal was originally launched with call protection of just 101 in year one, but terms were tweaked during syndication.

As for the second-lien term loan, the paper opened around 101 bid, 102 offered but then skyrocketed to 103¼ bid, 104¼ offered by day's end because of the call protection that the tranche carries, the trader said.

The $115 million eight-year senior secured second-lien term loan (Caa1/CCC+) is priced with an interest rate of Libor plus 775 basis points - the low-end of original guidance at launch of Libor plus 775 to 800 basis points - and contains call protection of 103 in year one, 102 in year two and 101 in year three.

DoubleClick's $455 million credit facility also contains a $50 million five-year revolver (B2/B) priced with an interest rate of Libor plus 400 basis points - the high end of original price guidance at launch of Libor plus 375 to 400 basis points - with a 50 basis point commitment fee.

Bear Stearns and Credit Suisse First Boston acted as joint lead arrangers on the deal that was used to fund the acquisition of DoubleClick by Hellman & Friedman LLC and JMI Equity for $1.1 billion, or $8.50 a share, and repay existing debt. The acquisition was completed Wednesday.

Hellman & Friedman committed to provide up to $327 million in equity financing for the LBO and JMI Management committed to provide $15 million in equity financing.

The revolver will be available for general corporate purposes.

DoubleClick is a New York-based internet advertising services company.

Calpine second's lower

Calpine Corp.'s second-lien term loan fell off by about two points on Wednesday to 82 bid, 83½ offered from around 84½ bid, 85½ offered, likely on market technicals, according to a trader.

The San Jose, Calif.-based power company's bank debt was joined by Atlanta-based Mirant Corp. in terms of negative performance, as Mirant's '03 bank debt fell off by about a point to 84½ bid, 85½ offered from 85½ bid, 86½ offered - marking Wednesday as not a very good day for energy names.

"It's probably just market technicals," the trader explained, adding that there was no specific news out during Wednesday's session that would have created this type of movement in the power sector.

Coffeyville closes

Coffeyville Acquisitions LLC, a partnership of GS Capital Partners and Kelso & Co., completed its acquisition of Coffeyville Resources LLC, according to a company news release.

To help fund this acquisition Coffeyville Resources got an $800 million credit facility consisting of a $275 million seven-year term loan B (B1/BB-) priced with an interest rate of Libor plus 275 basis points, a $275 million eight-year second-lien term loan (B3/B) priced with an interest rate of Libor plus 675 basis points, a $100 million six-year revolver (B1/BB-) priced with an interest rate of Libor plus 275 basis points and a $150 million six-year synthetic letter-of-credit facility (B1/BB-) priced with an interest rate of Libor plus 275 basis points.

Credit Suisse First Boston and Goldman Sachs acted as joint lead arrangers on the deal.

Coffeyville Resources is a Kansas City, Kan., supplier of petroleum and nitrogen fertilizer products.

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