National Financial, Navios free up; Websense, BlackPearl, Clearwater, LANDesk revised

By Sara Rosenberg

New York, June 19 - National Financial Partners Corp. increased the size of its term loan, raised the spread, extended the soft call protection and then broke for trading on Wednesday, and Navios Maritime Partners LP, State Class Tankers and Deltek Inc. hit the secondary as well.

In more loan news, Websense Inc. finalized pricing on its first-lien term loan at the low end of talk, added a step-down, revised the original issue discount and extended the call protection, and also cut the coupon on its second-lien term loan and tightened the discount.

Also, BlackPearl Resources Inc. revised the coupon, Libor floor, discount and call premiums on its second-lien deal, Clearwater Seafoods Inc. lowered pricing on its term loan B and tightened the original issue discount, LANDesk Software reduced the size of its B loan while widening price talk, and LS Power (LSP Madison LLC) withdrew its loan from market.

Furthermore, Valeant Pharmaceuticals International Inc., Drillships Financing Holding Inc. (Ocean Rig) and Aspect Software Inc. released price talk as their deals were presented to investors during the session.

National Financial tweaks deal

National Financial Partners lifted its term loan to $753 million from $716 million, increased pricing to Libor plus 425 basis points from talk of Libor plus 350 bps to 375 bps and extended the 101 soft call protection to one year from six months, according to a market source.

As before, the term loan has a 1% Libor floor and an original issue discount of 99.

The company's now $888 million senior secured credit facility (B1/B+), for which commitments were due on Wednesday, also includes a $135 million revolver.

Deutsche Bank Securities Inc., Morgan Stanley Senior Funding Inc., UBS Securities LLC, Credit Suisse Securities (USA) LLC, MCS Capital and RBC Capital Markets are leading the debt.

National Financial breaks

With final terms in place, National Financial Partners' credit facility began trading in the afternoon, with the term loan seen at 99½ bid, par ½ offered, another source remarked.

Proceeds from bank deal, $300 million of senior unsecured notes and up to $385.4 million of equity will fund the company's purchase by Madison Dearborn Partners LLC.

The notes offering was downsized from $337 million in connection with the term loan upsizing.

Under the agreement, the company is being acquired for $25.35 in cash per share. The transaction is valued at about $1.3 billion, including the full value of the company's convertible debt.

Closing is expected in the third quarter, subject to stockholder approval and other customary conditions.

National Financial Partners is a New York-based provider of benefits, insurance and wealth management services.

Navios hits secondary

Navios Maritime's $250 million five-year senior secured term loan B (Ba3) freed up, with levels seen at 99 bid, 99½ offered, according to a market source.

Pricing on the loan is Libor plus 425 bps, after flexing from talk of Libor plus 375 bps to 400 bps, and it was sold at a discount of 98, after widening from 99, another source said. The loan has a 1% Libor floor.

With the pricing change, the loan gained hard call protection of 102 in year one and 101 in year two, instead of just 101 soft call protection for one year.

Morgan Stanley Senior Funding Inc., J.P. Morgan Securities LLC and Citigroup Global Markets Inc. are leading the deal that will be used to refinance an existing credit facility and fund the acquisition of new vessels.

Navios is a Piraeus, Greece-based owner and operator of tanker vessels.

State Class tops OID

State Class Tankers' $365 million seven-year covenant-light term loan B started trading too, with levels quoted at 99¾ bid, par ¾ offered, a trader remarked.

Pricing on the term loan is Libor plus 550 bps with a 1.25% Libor floor, and it was sold at a discount of 991/2. The debt is non-callable for two years and then at 102 in year three.

During syndication, pricing on the loan was reduced from talk of Libor plus 575 bps to 600 bps and the discount was tightened from 99.

Bank of America Merrill Lynch, UBS Securities LLC and Barclays are the lead banks on the deal.

Proceeds will be used to help fund the construction of four product tankers, fund an 18-month interest reserve and put cash on the balance sheet.

Deltek starts trading

Another deal to break was Deltek, with its $125 million add-on first-lien term loan (B1/B) quoted at 99¼ bid, 99¾ offered and its $105 million add-on second-lien term loan (Caa2/CCC+) quoted at par bid, 101 offered, according to a trader.

Pricing on the first-lien add-on is Libor plus 375 bps with a 1.25% Libor floor, in line with existing first-lien loan pricing, and all of the debt has 101 soft call protection for six months. The add-on, which was downsized from $150 million, was sold at a discount of 99, after widening from 991/2.

The second-lien add-on is priced at Libor plus 875 bps with a 1.25% floor and was sold at a discount of 99. There is call protection of 103 in year one, 102 in year two and 101 in year three.

Recently, the second-lien add-on was upsized from $80 million, pricing was increased from Libor plus 775 bps and the discount was revised from 991/2. With the flex, the add-on spread matches the existing second-lien term loan pricing, so an originally proposed repricing was dropped.

Deltek lead banks

Jefferies Finance LLC and RBC Capital Markets are the lead banks on Deltek's loans that will be used to fund a dividend.

With the add-ons, the company is amending its credit facility to remove the leverage covenant, making the deal covenant-light. This amendment was approved with lenders getting a 50 bps consent fee.

Deltek is a Herndon, Va.-based provider of enterprise software and information for professional services firms and government contractors.

Websense adjusts terms

Back in the primary, Websense set pricing on its $350 million seven-year covenant-light first-lien term loan (Ba3/B+) at Libor plus 350 bps, the low end of the Libor plus 350 bps to 375 bps talk, added a step-down to Libor plus 325 bps when first-lien net leverage is less than 3.25 times, moved the discount to 99¾ from 99½ and pushed out the 101 soft call protection to one year from six months, according to a market source.

Additionally, the $225 million 71/2-year covenant-light second-lien term loan (Caa1/CCC+) was reverse flexed to Libor plus 725 bps from Libor plus 750 bps, and the discount was modified to 99½ from 99, the source said.

Both term loans continue to have a 1% Libor floor, and the second-lien term loan still has hard call protection of 102 in year one and 101 in year two.

The company's $615 million senior secured credit facility also includes a $40 million five-year revolver (Ba3/B+).

Recommitments are due at 11 a.m. ET on Thursday, the source continued.

Websense being acquired

Proceeds from Websense's credit facility and $500 million of equity will be used to fund its buyout by Vista Equity Partners for $24.75 in cash per share.

J.P. Morgan Securities LLC, RBC Capital Markets and Guggenheim Partners are leading the financing.

Closing is expected before the end of the third quarter, subject to a minimum stock tender condition, clearance under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, financing and other customary conditions.

Websense is a San Diego-based provider of web security, e-mail security, mobile security and data loss prevention.

BlackPearl reworked

BlackPearl Resources revised pricing on its $350 million six-year senior secured second-lien term loan to Libor plus 925 bps from Libor plus 675 bps, trimmed the Libor floor to 1% from 1.25% and widened the discount to 99 from 991/2, according to a market source.

Also, the loan is now non-callable for 2½ years, then at 103 and par thereafter, instead of being non-callable for two years, then at 101 in year three, the source remarked.

Recommitments are due at 5 p.m. ET on Tuesday.

Credit Suisse Securities (USA) LLC and RBC Capital Markets are leading the loan that will be used to fund the Onion Lake thermal enhanced oil recovery project and for general corporate purposes.

BlackPearl is a Calgary, Alta.-based oil and gas company.

Clearwater flexes lower

Clearwater Seafoods trimmed pricing on its $200 million six-year term loan B to Libor plus 350 bps from Libor plus 375 bps and moved the original issue discount to 99¾ from 991/2, while keeping the 1.25% Libor floor intact, according to a market source.

Also, the company upsized its five-year revolver to C$75 million from C$60 million, the source remarked.

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

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

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

LANDesk revises deal

LANDesk Software downsized its seven-year term loan B to $300 million from $330 million and raised price talk to Libor plus 425 bps to 450 bps from Libor plus 375 bps to 400 bps, according to a market source.

As before, the term loan B has a 1% Libor floor and an original issue discount of 991/2.

The company's now $325 million facility (B2) also includes a $25 million five-year revolver.

Recommitments are due on Thursday, the source said.

BMO Capital Markets Corp. and Credit Suisse Securities (USA) LLC are leading the deal that will be used to refinance existing debt and fund a dividend, the size of which was reduced due to the term loan downsizing.

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

LS Power pulls loan

LS Power has opted to postpone its plans for a $450 million seven-year first-lien covenant-light term loan (Ba3/BB+) as a result of market conditions, according to sources.

The loan was talked at Libor plus 300 bps with a 1% Libor floor, an original issue discount of 99¾ and 101 repricing protection for one year.

Credit Suisse Securities (USA) LLC and Goldman Sachs Bank USA were leading the transaction that was going to be used to refinance an existing term loan, to fund a dividend payment and for general corporate purposes.

LS Power is a New York-based portfolio of power generating facilities.

Valeant details surface

In more primary happenings, Valeant Pharmaceuticals held its bank meeting on Wednesday morning, at which time lenders were presented with a $3.55 billion seven-year term loan B and a $500 million term loan A due April 2016, according to a market source.

Talk on the term loan B is Libor plus 325 bps to 350 bps with a 0.75% Libor floor, an original issue discount of 991/2, 101 soft call protection for six months and a ticking fee of half the spread starting after 30 days and the full spread after 60 days, the source said.

And, talk on the term loan A is Libor plus 225 bps with a discount of 99 to 991/2, the source continued.

Commitments are due on June 26.

Goldman Sachs Bank USA, J.P. Morgan Securities LLC, BofA Merrill Lynch, Barclays, RBC Capital Markets and Morgan Stanley Senior Funding Inc. are leading the $4.05 billion deal (Ba1/BB).

Valeant buying Bausch

Proceeds from Valeant's term loans, $3,225,000,000 of senior unsecured notes and $2 billion of new equity will be used to fund the $8.7 billion acquisition of Bausch + Lomb Holdings Inc.

Prior to the bank meeting, the company had outlined the expected financing for the transaction as $4.3 billion of incremental term loans, $3,275,000,000 of senior unsecured notes and $1.75 billion of new equity.

Of the total purchase price, about $4.5 billion will go to an investor group led by Warburg Pincus and about $4.2 billion will be used to repay Bausch + Lomb's outstanding debt.

Closing is expected in the third quarter, subject to customary conditions and regulatory approvals.

Valeant amending revolver

In addition to getting the new term loans, Valeant plans on amending its existing revolving credit facility to increase the size to $1 billion from $450 million and extend the maturity to April 20, 2018 from April 20, 2016.

The company already amended its credit facility on June 6 to allow for the incremental term loan debt and gain the ability to put funds in escrow in advance of completion of the acquisition.

Valeant is a Laval, Quebec-based specialty pharmaceutical company. Bausch + Lomb makes contact lenses, ophthalmic surgical devices and instruments and ophthalmic pharmaceuticals and is based in Rochester, N.Y.

Drillships guidance

Drillships launched in the afternoon its $900 million seven-year and eight-month term loan B-1 with talk in the Libor plus 450 bps area with a 1% Libor floor and an original issue discount of 99, and its $900 million three-year and two-month term loan B-2 with talk in the Libor plus 375 bps area with a 1% Libor floor and a discount of 991/2, a source said.

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

Commitments for the $1.8 billion in new first-lien covenant-light secured term loan B debt (B2/B+) are due at 5 p.m. ET on July 1, the source added.

Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC, Barclays and Goldman Sachs Bank USA are leading the deal that will be used to refinance the existing secured bank debt at both Drillships Holdings Inc. and Drillships Investment Inc.

Parent company, Ocean Rig is a Nicosia, Cyprus-based international offshore drilling contractor.

Aspect talk emerges

Aspect Software released talk of Libor plus 400 bps with a 1.25% Libor floor, an original issue discount of 99½ and 101 call protection for one year on its $403 million term loan B and $85 million delayed-draw term loan that launched with a call in the morning, according to a market source.

Commitments for the term loans, which both mature in May 2016, are due on June 27, the source said.

J.P. Morgan Securities LLC is leading the deal that will be used to reprice an existing term loan and help fund a future acquisition.

Aspect Software is a Chelmsford, Mass.-based provider of customer contact and enterprise workforce optimization solutions.

Blue Coat sets deadline

Blue Coat Systems Inc. launched its $330 million second-lien term loan (Caa1) and is asking lenders to place their orders by June 26, a market source said.

As previously reported, the loan is talked at Libor plus 750 bps with a 1% Libor floor, an original issue discount of 99 and call protection of 103 in year one, 102 in year two and 101 in year three.

Jefferies Finance LLC is leading the deal.

Proceeds will be used by the Sunnyvale, Calif.-based web security company to fund a dividend.

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