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Published on 9/26/2016 in the Prospect News Bank Loan Daily.

Nexstar, Coinstar, Redbox, LSC Communications, Mediware break; Neiman down with numbers

By Sara Rosenberg

New York, Sept. 26 – Nexstar Broadcasting Group Inc., Coinstar LLC, Redbox Automated Retail LLC, LSC Communications Inc. and Mediware Information Systems Inc. all made their way into the secondary market on Monday, and Neiman Marcus Group Ltd. LLC’s term loan was lower after the release of earnings results.

Moving to the primary market, Consolidated Communications Inc. modified the original issue discount on its well-received term loan B, and Blackboard Inc. downsized its term loan B-4 while updating the spread, original issue discount, consent fee and call premium.

Also, Press Ganey Inc. and Henry Co. LLC accelerated the commitment deadlines on their credit facilities, and Reynolds Group Holdings Inc. and Royalty Pharma Investments Finance Trust approached lenders with new term loans.

In addition, Ancestry.com Operations Inc., CBS Radio Inc., Casella Waste Systems Inc., SRS Distribution Inc., Ardagh Group (Ardagh Holdings USA Inc. and Ardagh Packaging Finance S.A.), Vizient Inc. and Auto Europe all joined this week’s primary calendar.

Nexstar tops OID

Nexstar Broadcasting Group’s $2.75 billion seven-year covenant-light term loan B freed to trade on Monday, with levels quoted at 100 3/8 bid, 100 5/8 offered, according to a trader.

Pricing on the term loan B is Libor plus 300 basis points with no floor, and it was sold at an original issue discount of 99.75. The debt has 101 soft call protection for six months.

During syndication, the term loan B was downsized from $2.85 billion as the company’s term loan A was upsized by $100 million, the spread was reduced from Libor plus 325 bps, the Libor floor was trimmed from 0.75%, and the discount was tightened from talk of 99 to 99.5.

Bank of America Merrill Lynch, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., SunTrust Robinson Humphrey Inc., Barclays and Wells Fargo Securities LLC are leading the deal.

Nexstar funding acquisition

Proceeds from Nexstar’s new bank debt will be used to help fund the acquisition of Media General Inc. for $10.55 per share in cash and 0.1249 of a share of Nexstar class A common stock for each Media General share.

Closing is expected in the third quarter or early in the fourth quarter, subject to a vote by stockholders of Media General and Nexstar, FCC approval and other regulatory approvals, and other customary conditions.

Upon closing, Nexstar will change its name to Nexstar Media Group Inc.

Nexstar is an Irving, Texas-based diversified media company. Media General is a Richmond, Va.-based television broadcasting and digital media company.

Coinstar frees up

Coinstar’s credit facility emerged in the secondary market too, with the $560 million seven-year covenant-light first-lien term loan quoted at 99 7/8 bid, 100 3/8 offered and the $135 million eight-year covenant-light second-lien term loan quoted at 99¼ bid, a trader remarked.

Pricing on the first-lien term loan is Libor plus 425 bps with a 1% Libor floor, and it was issued at a discount of 99.5. There is 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 875 bps with a 1% Libor floor and was sold at an original issue discount of 98.5. The debt has hard call protection of 102 in year one and 101 in year two.

Last week, the first-lien term loan was upsized from $535 million, the spread firmed at the low end of the Libor plus 425 bps to 450 bps talk, and the discount was revised from 99.

The company’s $770 million senior secured credit facility also includes a $75 million five-year revolver.

Coinstar lead banks

Bank of America Merrill Lynch, Jefferies Finance LLC, Credit Suisse Securities (USA) LLC, Barclays and Deutsche Bank Securities Inc. are leading Coinstar’s credit facility.

Proceeds will be used to back the buyout of Coinstar’s parent company, Bellevue, Wash.-based Outerwall Inc., by Apollo Global Management LLC for $52.00 per share in cash. The transaction has a total enterprise value of about $1.6 billion, including net debt.

The funds from the first-lien term loan upsizing are being used to reduce the equity component of the buyout transaction.

Closing is expected during the third quarter, subject to satisfaction of a minimum tender condition, the receipt of regulatory approvals and other customary conditions.

Coinstar is a fully automated network of self-service coin-counting machines.

Redbox starts trading

Another deal to break was Redbox Automated Retail’s credit facility, with its $400 million five-year first-lien term loan quoted at 97½ bid, 98½ offered, according to a market source.

Pricing on the term loan is Libor plus 750 bps with a 1% Libor floor, and it was sold at an original issue discount of 97. The debt has 101 soft call protection for one year.

During syndication, pricing on the term loan finalized at the high end of the Libor plus 725 bps to 750 bps talk, the discount was modified from 98.5, amortization was changed to 17.5% in year one and 15% per annum thereafter, from 15% per annum, the excess cash flow sweep was revised to 85% in year one, 75% in year two and 50% thereafter, from starting at 75% and then stepping down, the 12-month MFN sunset was removed and some baskets were adjusted.

Redbox getting revolver

In addition to the term loan, Redbox’s $440 million senior secured credit facility (Ba3/B+) includes a $40 million 4.5-year revolver.

Jefferies Finance LLC, Bank of America Merrill Lynch and Credit Suisse Securities (USA) LLC are leading the deal that is being done in connection with the buyout of Redbox’s parent company, Outerwall Inc., by Apollo Global Management LLC for $52.00 per share in cash. The transaction has a total enterprise value of about $1.6 billion, including net debt.

Closing on the buyout is expected during the third quarter, subject to satisfaction of a minimum tender condition, the receipt of regulatory approvals and other customary conditions.

Redbox is a provider of DVD, Blu-ray and video game rentals via automated retail kiosks.

LSC hits secondary

LSC Communications’ $375 million term loan also broke, with levels seen at 98 bid, 99 offered, a trader remarked.

Pricing on the term loan is Libor plus 600 bps with a 1% Libor floor, and it was sold at an original issue discount of 97.5. The debt includes 101 soft call protection for one year.

During syndication, the term loan was downsized from $425 million as the company’s bond offering was up sized to $450 million from $400 million, pricing was lifted from talk of Libor plus 525 bps to 550 bps and the discount widened from 98.5.

Based on regulatory filings, the company is expected to get a $400 million revolver as well.

Bank of America Merrill Lynch, J.P. Morgan Securities LLC, Citigroup Global Markets Inc., Capital One, Fifth Third, MUFG, PNC Capital Markets, SunTrust Robinson Humphrey Inc., US Bank and Wells Fargo Securities LLC are leading the deal that will fund a distribution to R. R. Donnelley & Sons Co. in connection with the spin-off of LSC, a Chicago-based publishing and retail-centric print services and office products company.

Mediware breaks

Mediware’s credit facility freed up for trading as well, with its $310 million seven-year term loan B quoted at 100½ bid, 100¾ offered, according to a trader.

Pricing on the term loan B is Libor plus 475 bps with a 1% Libor floor, and it was sold at an original issue discount of 99. The debt has 101 soft call protection for six months.

During syndication, the term loan B was upsized from $300 million and the spread firmed at the low end of the Libor plus 475 bps to 500 bps talk.

The company’s $340 million credit facility also includes a $30 million revolver.

SunTrust Robinson Humphrey Inc. is leading the deal that will be used to refinance existing debt and fund a distribution to shareholders.

Mediware is a Lenexa, Kan.-based provider of specialized health care IT solutions for automating and managing complex health care processes.

Neiman retreats

Also in the secondary market, Neiman Marcus’ term loan dropped to 90 bid, 92½ offered from 94¼ bid, 94¾ offered after the company came out with results for its fourth quarter and fiscal year ended July 30, 2016, a trader said.

For the quarter, the company reported total revenues of $1.13 billion, down from $1.17 billion for the fourth quarter of fiscal year 2015.

Net loss for the quarter was $407.3 million, compared to a net loss of $32.9 million in the prior year, and adjusted EBITDA was $64.5 million, versus $107.9 million in the previous year.

For fiscal year 2016, the company reported total revenues of $4.95 billion, compared to $5.10 billion in fiscal year 2015, net loss of $406.1 million, versus net earnings of $14.9 million in the previous year, and adjusted EBITDA of $584.9 million, down from $710.6 million in the prior year.

Neiman is a Dallas-based luxury retailer.

Consolidated revised

Switching to the primary market, Consolidated Communications tightened the the original issue discount on its $900 million seven-year term loan B (Ba3/BB-) to 99.75 from 99.5, and left pricing at Libor plus 300 bps with a 1% Libor floor, a market source remarked, adding that the 101 soft call protection for six months was also unchanged.

The company’s $1 billion credit facility also includes a $100 million five-year revolver.

Allocations are targeted for this week, probably Wednesday, the source continued.

Wells Fargo Securities LLC is leading the deal that will be used to refinance existing debt.

Leverage is 2.8 times secured and 4.3 times total.

Consolidated Communications is a Mattoon, Ill.-based communications provider.

Blackboard reworks deal

Blackboard trimmed its covenant-light term loan B-4 due 2021 to $934 million from $984 million, set pricing at Libor plus 500 bps, the wide end of the Libor plus 475 bps to 500 bps talk, changed the original issue discount/consent fee to 100 bps from 50 bps and pushed out the 101 soft call protection to one year from six months, according to a market source.

The term loan B-4 still has a 1% Libor floor.

Recommitments are due at noon ET on Tuesday, the source said.

Bank of America Merrill Lynch, Deutsche Bank Securities Inc., Morgan Stanley Senior Funding Inc. and Citizens Bank are leading the deal that will be used with equity to refinance/extend an existing term loan B-3 due in 2018 and to repay some debt.

The equity is being obtained to make up for the term loan B-4 downsizing, the source added.

Blackboard is a Washington, D.C.-based education technology company.

Press Ganey moves deadline

Press Ganey accelerated the commitment deadline on its $1,098,000,000 senior secured credit facility to noon ET on Wednesday from 5 p.m. ET on Thursday, according to a market source.

The facility consists of a $70 million revolver (B2/B), a $740 million seven-year covenant-light first-lien term loan (B2/B) and a $288 million eight-year covenant-light second-lien term loan (Caa2/CCC+).

Talk on the first-lien term loan is Libor plus 375 bps to 400 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, and talk on the second-lien term loan is Libor plus 775 bps to 800 bps with a 1% Libor floor, a discount of 98 and call protection of 102 in year one and 101 in year two.

Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc. and Bank of America Merrill Lynch are leading the deal, with Credit Suisse left on the first-lien loan and Citigroup left on the second-lien loan.

Press Ganey being acquired

Proceeds from Press Ganey’s credit facility, up to $1,368,000,000 in equity and about $66.3 million in cash on hand will be used to fund its buyout by EQT Equity for $40.50 in cash per share, resulting in an enterprise value of about $2.35 billion.

Closing is expected in the fourth quarter, subject to the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act, shareholder approval and other customary conditions.

Press Ganey is a Wakefield, Mass.-based provider of patient experience measurement, performance analytics and strategic advisory solutions for health care organizations.

Henry shutting early

Henry Co. moved up the commitment deadline on its $360 million credit facility (B2/B) to 5 p.m. ET on Wednesday from Friday, a source said.

The facility consists of a $40 million five-year revolver, and a $320 million seven-year covenant-light term loan B talked at Libor plus 475 bps to 500 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

RBC Capital Markets LLC, Credit Suisse Securities (USA) LLC, Antares Capital and Nomura are leading the deal that will be used to help fund the buyout of the company by American Securities.

Henry is an El Segundo, Calif.-based developer and manufacturer of roofing products and other building envelope applications for the residential and commercial construction markets.

Reynolds holds call

In more primary happenings, Reynolds Group emerged in the morning with plans to hold a lender call at 11 a.m. ET on Monday to launch a fungible $500 million incremental first-lien term loan (B2) due February 2023 talked at Libor plus 325 bps, with a step-down to Libor plus 300 bps subject to a B2 corporate rating, a 1% Libor floor, an original issue discount talk of 99.75 and 101 soft call protection through February 2017, a market source said.

The spread and floor on the incremental term loan matches the existing term loan.

Commitments are due at 5 p.m. ET on Tuesday, the source added.

Credit Suisse Securities (USA) LLC is the left lead on the deal that will be used with cash on hand to redeem or repurchase outstanding 5.625% senior notes due 2016 and 9.875% senior notes due 2019, and to pay related fees and expenses.

Reynolds Group is an Auckland, New Zealand-based manufacturer and supplier of consumer food and beverage packaging and storage products.

Royalty Pharma launches

Royalty Pharma Investments Finance Trust held a lender call at 2:30 p.m. ET on Monday to launch a $705 million six-year term loan B-5 that is talked at Libor plus 250 bps to 275 bps with no Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, according to a market source.

Commitments are due by noon ET on Friday, the source said.

Bank of America Merrill Lynch, Goldman Sachs Bank USA and J.P. Morgan Securities LLC are leading the deal that will be used to refinance existing debt, including a term loan B-3 due in 2018.

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

Ancestry.com plans loans

Ancestry.com scheduled a lender call for 12:30 p.m. ET on Tuesday to launch a $1.35 billion seven-year first-lien term loan B and a $550 million eight-year second-lien term loan, according to a market source.

The first-lien term loan is talked at Libor plus 425 bps to 450 bps with a 1% Libor floor and an original issue discount of 99.5, and the second-lien term loan is talked at Libor plus 850 bps with a 1% Libor floor and a discount of 98.5, the source said.

J.P. Morgan Securities LLC and Deutsche Bank Securities Inc. are leading the deal, with JPMorgan the left lead on the first-lien term loan and Deutsche Bank the left lead on the second-lien term loan.

Proceeds will be used to refinance a $728 million term loan B, $300 million of Opco unsecured notes and $390 million of Holdco unsecured notes, to fund a return of capital to shareholders, and for fees and expenses.

Ancestry.com is a Provo, Utah-based online family history resource.

CBS Radio coming soon

CBS Radio will hold a bank meeting on Tuesday to launch a $1 billion seven-year term loan B that is talked at Libor plus 375 bps to 400 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, a market source remarked.

J.P. Morgan Securities LLC is the left lead bank on the deal that is being done in connection with the company’s spin-off from CBS Corp. and initial public offering of common stock.

Proceeds will be used to help fund a distribution to CBS and for general corporate purposes.

CBS Radio is a New York-based broadcast media company.

Casella joins calendar

Casella Waste Systems scheduled a bank meeting for Tuesday to launch a $500 million credit facility (B1/B+), split between a $150 million revolver and a $350 million seven-year covenant-light term loan B, sources said.

Bank of America Merrill Lynch is the left lead on the deal that will be used to redeem 7.75% senior subordinated notes due 2019, repay in full an existing senior secured asset-based revolver and letter of credit facility due Feb. 26, 2020, and for working capital and other purposes.

Casella is a Rutland, Vt.-based solid waste, recycling and resource management services company.

SRS readies loan

SRS Distribution set a lender call for Tuesday to launch a $100 million incremental first-lien term loan (B), according to a market source.

Barclays and UBS Investment Bank are leading the deal that will be used to prepay an existing ABL draw and to fund general corporate purposes, including potential acquisitions.

SRS Distribution is a McKinney, Texas-based roofing distributor.

Ardagh on deck

Ardagh Group will hold a call at 1 p.m. ET on Tuesday to launch an extension of it $666 million covenant-light term loan B by two years to Dec. 17, 2021 that is talked at Libor plus 300 bps with a 1% Libor floor, a par issue price and 101 soft call protection for one year, a market source remarked.

The spread and floor on the extended loan matches current term loan B pricing.

Also, the company is asking to amend the term loan B to revise the restricted payments covenant to more closely align it to the terms of the 2016 bond indenture, and to extend the time period for voluntary pre-payments in the excess cash flow sweep to 120 days after the year-end to allow the company to more accurately estimate the excess cash flow and voluntarily pre-pay non-extending lenders, the source added.

Existing lender commitments are due at 5 p.m. ET on Wednesday, new money commitments are due at 5 p.m. ET on Friday and closing is expected on Oct. 7.

Citigroup Global Markets Inc. is leading the deal for the Luxembourg-based producer of glass and metal products.

Vizient repricing

Vizient scheduled a lender call for 10:30 a.m. ET on Tuesday to launch a repricing/amendment of its $1,272,000,000 term loan B, a market source said.

Barclays is leading the deal.

Vizient is an Irving, Texas-based network of not-for-profit health care organizations.

Auto Europe sets meeting

Auto Europe surfaced with plans to hold a bank meeting on Tuesday to launch a new loan deal, according to a market source.

KeyBanc Capital Markets, Citizens Bank and Sumitomo Mitsui are leading the transaction.

Auto Europe is a Portland, Maine-based car rental company.


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