Lyondell, Aquilex tweak deals; Bass Pro Shops OID surfaces; Multi Packaging sets price talk

By Sara Rosenberg

New York, March 23 - Lyondell Chemical Co. made a number of changes to its term loan B on Tuesday, including reducing the size and turning it into a covenant-light structure, and Aquilex Holdings LLC cut its Libor floor and original issue discount and accelerated the commitment deadline.

Also, Bass Pro Shops came out with original issue discount talk on its term loan as the deal launched during the session, and Multi Packaging Solutions Inc. started floating pricing guidance on its credit facility that is set to kick off at the end of this week.

Furthermore, talk is that RadNet Inc.'s recently launched credit facility is going very well, helped along by the existing lender group, Prime Healthcare Services Inc.'s deal is still being worked through with the hope being that it will fill out by the deadline, and HHI Holdings LLC shut the books on its in market deal.

Lyondell reworks term B

Lyondell Chemical revised its six-year senior secured term loan B (Ba3) by reducing the size and eliminating the financial covenants, according to a market source.

The term loan B was cut to $500 million from $1 billion and the covenants that were removed include a maximum first-lien leverage ratio and a minimum interest coverage ratio.

In addition, the original issue discount on the term loan B was set at 99, whereas before it was simply labeled as still to be determined, the source said.

Pricing on the term loan B was left unchanged at Libor plus 425 basis points with a 2% Libor floor.

Commitments towards the term loan B are due on Wednesday at 4 p.m. ET.

Lyondell getting revolver

As before, Lyondell is also getting a $1.75 billion ABL revolver that is talked at Libor plus 375 bps with a 2% Libor floor.

UBS, Bank of America, Barclays, Citigroup, Credit Suisse, Deutsche Bank, JPMorgan, Morgan Stanley and Wells Fargo are the joint bookrunners on the term loan B, with UBS the left lead. Citigroup is the left lead on the ABL revolver.

Proceeds from the now $2.25 billion, down from $2.75 billion, credit facility, new senior secured notes, a new European securitization facility and a $2.8 billion rights offering will be used to repay and replace existing debt, including the company's debtor-in-possession facilities and an existing European securitization facility and to make related payments, when the company exits bankruptcy.

Lyondell upsizing notes

One market source told Prospect News that the term loan B size was reduced because the company wanted to go for more bonds.

"They were talking about cutting it all the way to zero because they wanted more fixed-rate stuff," the source added about the term loan B.

Following the term loan B downsizing, the company's 71/2-year senior secured euro and dollar notes offering was increased to $2.75 billion from $2.25 billion, a second source added.

Lyondell is a U.S. subsidiary of LyondellBasell Industries AF SCA, a Netherlands-based polymer, petrochemicals and fuels company.

Aquilex revises floor, OID

Aquilex modified the Libor floor and original issue discount on its $185 million term loan as a result of strong demand and pushed up the commitment deadline to Wednesday from next week, according to a market source.

The term loan now carries a 1.5% Libor floor, down from 2%, and the original issue discount is 99, down from 981/2, the source said.

The spread on the term loan and the $50 million revolver was left unchanged at Libor plus 400 bps.

Morgan Stanley and RBC are the lead banks on the $235 million senior secured deal (BB-) that will be used to refinance the company's existing credit facility, with Morgan Stanley the left lead.

Closing on the refinancing is expected to take place in April.

Aquilex is an Atlanta-based provider of maintenance, repair and industrial cleaning services for the energy industry.

Bass Pro Shops OID emerges

In more new deal happenings, Bass Pro Shops held a bank meeting on Tuesday to kick off syndication on its proposed credit facility, and in connection with the launch, original issue discount guidance was announced on the term loan, according to a market source.

The $400 million term loan (B1) is being offered to investors at a discount in the 99 area, the source said.

As was previously reported, price talk on the term loan is Libor plus 375 bps with a 1.5% Libor floor.

The company's $700 million credit facility also includes a $300 million ABL revolver.

JPMorgan is the lead bank on the deal that will be used by the Springfield, Mo.-based outdoor retailer to refinance existing debt.

Multi Packaging reveals talk

Multi Packaging Solutions released price talk on its proposed $220 million term loan as the deal is gearing up to launch with a bank meeting on Friday, according to a market source.

The term loan is being talked at Libor plus 425 bps with a 1.75% Libor floor and an original issue discount in the 98½ to 99 context, the source said.

Wells Fargo is the lead bank on the $245 million credit facility that also includes a $25 million revolver.

Proceeds will be used by the New York-based entertainment packaging company for a dividend recapitalization.

RadNet nets interest

Chatter is that RadNet's credit facility was significantly subscribed quickly after its March 16 bank meeting as a lot of existing lenders rolled into the new deal, and based on this, some are guessing that pricing may end up at the tight end of talk, according to a market source.

Currently, the facility consists of a $275 million six-year term loan talked at Libor plus 375 bps to 400 bps with a 2% Libor floor and an original issue discount in the 99 area, and a $100 million five-year revolver talked at Libor plus 375 bps with a 2% Libor floor and an upfront fee of two points.

Barclays Capital, GE Capital Markets, Deutsche Bank, RBC Capital Markets and Jefferies are the lead banks on the$375 million deal (Ba3/B+).

Security is a first-priority interest in all of the company's tangible and intangible assets, including, but not limited to, a stock pledge of all of its current and future wholly owned domestic subsidiaries.

RadNet refinancing debt

Proceeds from RadNet's new credit facility will be used to help refinance its existing revolver due 2011, term loan B due 2012 and second-lien loan due 2013. The new revolver is expected to be undrawn at close.

Other funding for the refinancing will come from a $210 million senior unsecured notes offering, and completion of the credit facility is contingent on completion of the notes.

The refinancing transaction would extend the maturity of the company's debt, increase the size of its revolver by about $45 million and further enhance liquidity by adding about $25 million of cash to its balance sheet.

Closing on the refinancing is expected to take place in early April.

RadNet is a Los Angeles-based provider of diagnostic imaging services.

Prime still chugging along

Prime Healthcare Services' $290 million credit facility (B1) still has investors working through it, but the expectation is that a bunch more orders will come in over the next few days and that, hopefully, the deal will fill out by Friday's commitment deadline, according to a market source.

The facility consists of a $40 million four-year revolver priced at Libor plus 400 bps, a $50 million four-year term loan A priced at Libor plus 425 bps with an original issue discount of 981/2, and a $200 million five-year term loan B priced at Libor plus 525 bps with an original issue discount of 971/2.

All tranches include a 2% Libor floor.

Last week, the deal had been reworked, eliminating a $250 million six-year term loan tranche that was talked at Libor plus 400 bps with a 2% Libor floor and creating the term loan A and term loan B tranches, and shortening the tenor on the revolver from five years.

Prime led by RBC

RBC is the lead bank on Prime Healthcare's credit facility that will be used to refinance existing debt, make certain investments and for general corporate purposes.

As part of reworking its credit facility last week, the company added an excess cash flow sweep to the agreement and placed further limitations on distributions.

The changes were attributed to Moody's Investors Service's rating coming in lower than expected and the decision not to get a rating from Standard & Poor's.

Prime Healthcare is an Ontario, Calif.-based owner and operator of acute care hospitals.

HHI closes books

HHI Holdings' proposed credit facility has been "tracking fine" during the syndication process and the books on the deal were closed on Tuesday, according to a market source.

The $200 million term loan B (B3/B+) is talked at Libor plus 750 bps. There is a 2.5% Libor floor, which is coming at the tight end of the 2.5% to 3% guidance. And, the loan is being offered at an original issue discount of 97.

By comparison, when the deal was first talked about last month, it was expected that the term loan B would be sized at $240 million. However, investors were later told that the term loan would likely be smaller than that originally anticipated amount.

Bank of America and Credit Suisse are the lead banks on the $340 million refinancing and dividend deal, which also includes a $140 million ABL revolver.

HHI is a Royal Oak, Mich.-based supplier of highly engineered metal forgings and machined components, wheel bearings, and powdered metal engine and transmission components for automotive and industrial customers.

Provo Craft closes

Provo Craft & Novelty Inc. closed on its $170 million credit facility (B1/B+) led by Bank of America, consisting of a $40 million revolver and a $130 million term loan.

The term loan is priced at Libor plus 600 bps with a 2% Libor floor, and was sold at an original issue discount of 97. There is call protection of 102 in year one and 101 in year two.

During syndication, the term loan was upsized from $120 million while the revolver was downsized from $50 million. Also, pricing on the term loan was increased from the Libor plus 550 bps area, the discount firmed at the wide end of the 97 to 97½ talk and the call protection was added.

Proceeds from the credit facility, along with $65 million of mezzanine debt, were used to help fund BAML Capital Partners' acquisition of a majority equity stake in the company.

Provo Craft is a Spanish Fork, Utah-based manufacturer and distributor of craft, hobby and education products.

BWIC bids due Wednesday

In other news, bids are due on Wednesday at 2 p.m. ET on a $145 million loan Bid Wanted In Competition, according to a market source.

The bids must be firm and good until 4:45 p.m. ET, the source added.

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