Envision, Culligan, HealthSun revise deals; Midcontinent Communications shutting early

By Sara Rosenberg

New York, Nov. 16 – In the primary market on Wednesday, Envision Healthcare Corp. upsized its term loan B, firmed the spread at the high end of guidance, widened the original issue discount and extended the call protection.

Also, Culligan Holding Inc. trimmed pricing on its euro first-lien term loan and finalized the issue price at the tight end of talk, and HealthSun lifted the spread on its term loan B and modified the original issue discount.

Furthermore, Midcontinent Communications accelerated the commitment deadline on its term loan B, and USIC Holdings Inc. and Ocwen Financial Corp. emerged with new loan plans.

Envision reworked

Envision Healthcare lifted its term loan B to $3,495,000,000 from $3,295,000,000, set pricing at Libor plus 300 basis points, the high end of the Libor plus 275 bps to 300 bps talk, moved the original issue discount to 99 from 99.5 and pushed out the 101 soft call protection to one year from six months, according to a market source.

As before, the term loan B has a 0.75% Libor floor.

With the term loan B upsizing, the company downsized its senior unsecured notes to $550 million from $750 million.

Commitments were due at 1 p.m. ET on Wednesday, the source said.

J.P. Morgan Securities LLC, Barclays, Bank of America Merrill Lynch, SunTrust Robinson Humphrey Inc. and Wells Fargo Securities LLC are leading the deal.

Envision/Amsurg merging

Envision Healthcare’s credit facility and bonds are being done in connection with the merger of Envision Healthcare Holdings Inc. and Amsurg Corp. in an all-stock transaction at a fixed exchange ratio of 0.334 Amsurg shares per Envision share.

Proceeds from the new debt will be used to refinance existing credit facilities at Envision and Amsurg, to repay Amsurg’s 2020 notes and for working capital, capital expenditures and other general corporate purposes.

Upon completion, Envision shareholders will own about 53% percent and Amsurg shareholders will own around 47% percent of the combined company on a fully diluted basis, including preferred shares.

Closing is expected by year-end, subject to approval by Envision and Amsurg shareholders and other customary conditions.

Envision Healthcare is a healthcare company with co-headquarters in Nashville, Tenn., and Greenwood Village, Colo.

Culligan updates euro loan

Culligan cut pricing on its $75 million-equivalent euro seven-year covenant-light first-lien term loan (B2/B) to Euribor plus 350 bps from Euribor plus 400 bps and firmed the original issue discount at 99.5, the tight end of the 99 to 99.5 talk, a market source said.

As before, the euro term loan has a 1% floor and 101 soft call protection for six months.

The changes in pricing to the euro loan came on the back of Tuesday’s downsizing from $100 million-equivalent in response to the upsizing of the company’s U.S. seven-year covenant-light first-lien term loan (B2/B) to $300 million from $275 million.

The U.S. first-lien term loan is priced at Libor plus 400 bps with a 1% Libor floor and an original issue discount of 99.5 and includes 101 soft call protection for six months as well.

On Tuesday, when loan sizes were adjusted, pricing on the U.S. first-lien term loan had been reduced from Libor plus 425 bps, and the original issue discount had been revised from 99.

Culligan lead banks

Morgan Stanley Senior Funding Inc., RBC Capital Markets LLC and BMO Capital Markets Corp. are leading Culligan’s credit facility that will be used to help fund its acquisition by Advent International Corp. and to refinance existing debt.

In addition to the first-lien term loans, the $600 million senior secured credit facility includes a $75 million five-year revolver (B2/B) and a $150 million covenant-light second-lien term loan (Caa2/CCC+) that has been privately placed.

Commitments for the first-lien term loans were due at 4 p.m. ET on Wednesday.

Culligan is a Rosemont, Ill.-based provider of water treatment products and services.

HealthSun changes emerge

HealthSun raised pricing on its $450 million seven-year covenant-light term loan B to Libor plus 525 bps from talk of Libor plus 450 bps to 475 bps and widened the original issue discount to 97 from 99, a market source remarked.

The term loan B still has a 1% Libor floor and 101 soft call protection for six months.

The company’s $475 million credit facility (B2/BB-) also includes a $25 million revolver.

Commitments are due at 5 p.m. ET on Friday, extended from noon ET on Thursday, the source added.

Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to support the buyout of the company by Summit Partners.

HealthSun is a Coconut Grove, Fla.-based Medicare Managed Care Organization.

Midcontinent moves deadline

Midcontinent Communications accelerated the commitment deadline on its $285 million seven-year term loan B to 5 p.m. ET on Friday from Tuesday, according to a market source.

The company’s $535 million credit facility (Ba1/BB+) also includes a $250 million five-year revolver.

Price talk on the revolver is Libor plus 225 bps, and the term loan B is talked at Libor plus 275 bps with a 0.75% Libor floor, an original issue discount of 99.75 and 101 soft call protection for six months.

SunTrust Robinson Humphrey Inc., Wells Fargo Securities LLC, RBC Capital Markets, TD Securities (USA) LLC and U.S. Bank are leading the deal that will be used to refinance an existing credit facility.

Secured leverage is 1.7 times and total leverage is 4.8 times.

Midcontinent Communications is a Sioux Falls, S.D.-based provider of cable television, local and long-distance digital telephone service and high-speed internet access.

USIC readies deal

USIC Holdings surfaced with plans to hold a lender call at 11 a.m. ET on Friday to launch an $85 million revolver and a $635 million first-lien term loan, a market source said.

The company’s $885 million credit facility also includes a $165 million second-lien term loan that has been privately placed, the source added.

Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc. and Antares Capital are leading the deal that will be used to fund the recapitalization of the company’s balance sheet.

USIC is an Indianapolis-based provider of underground utility locating services.

Ocwen on deck

Ocwen Financial set a bank meeting in New York for Thursday to launch a $335 million four-year term loan B, a market source remarked.

Barclays is leading the deal that will be used to refinance an existing term loan, pay fees and expenses, and for general corporate purposes.

Ocwen is a West Palm Beach, Fla.-based non-bank mortgage servicer and originator.

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