West dips with repricing; Applied Systems, Emerald Expositions, Houghton Mifflin tweak deals

By Sara Rosenberg

New York, Jan. 13 - West Corp.'s term loan B-7 and term loan B-8 softened in the secondary market on Monday after word came out that the company is looking to reprice the tranches.

Over in the primary, Applied Systems Inc. lifted the sizes of its first- and second-lien term loans, while also reverse flexing pricing and tightening original issue discounts on the tranches, and Emerald Expositions Holding Inc. modified its term loan offer price.

Additionally, Houghton Mifflin Harcourt Publishers Inc. (HMH Holdings Inc.) lowered the spread on its term loan, and Epicor Software Corp. moved up the deadline on its deal.

Furthermore, Ply Gem Industries Inc., Mergermarket USA Inc. and AlixPartners LLP released price talk with launch, NewPage Corp. and Harland Clarke Holdings Corp. nailed down timing on their loans, and Atlantic Aviation FBO Inc. and Ascend Learning emerged with new deal plans.

West slides

West's term loans headed lower in trading on Monday with news that a repricing of the debt is being attempted, according to a trader.

The term loan B-7 was quoted at par bid, par ½ offered, down from par ½ bid, 101 offered, and the term loan B-8 was quoted at par bid, par ¾ offered, down from par ½ bid, 101 offered, the trader said.

The company held a call in the afternoon to launch the repricing amendment that would lower the $318 million term loan B-7 due July 2016 to Libor plus 200 basis points with a 0.75% Libor floor from Libor plus 275 bps with a 1% Libor floor, and the $2.1 billion term loan B-8 due June 2018 to Libor plus 250 bps with a 0.75% Libor floor from Libor plus 325 bps with a 1% Libor floor, a market source remarked.

The B-7 loan is offered at par, the B-8 loan is offered at 99¾ to par, and both loans have 101 soft call protection for six months.

Wells Fargo Securities LLC and Deutsche Bank Securities Inc. are leading the deal.

West is an Omaha-based provider of voice-related communication services.

Applied Systems reworked

Moving to the primary, Applied Systems increased its seven-year first-lien covenant light term loan (B1/B+) to $700 million from $675 million, cut pricing to Libor plus 325 bps from talk of Libor plus 350 bps to 375 bps, added a step-down to Libor plus 300 bps at 4.25 times first-lien leverage and moved the original issue discount to 99¾ from 99, according to a market source.

The first-lien loan still has a 1% Libor floor and 101 soft call protection for six months.

Meanwhile, the eight-year second-lien covenant-light term loan (Caa2/CCC+) was upsized to $395 million from $375 million, pricing was lowered to Libor plus 650 bps from Libor plus 725 bps to 750 bps, and the discount was modified to 99¼ from 99, the source said.

As before, the second-lien loan has a 1% Libor floor and call protection of 102 in year one and 101 in year two.

Applied Systems revolver

Applied Systems' now $1,145,000,000 credit facility, for which recommitments were due at 5 p.m. ET on Monday, also includes a $50 million revolver (B1/B+).

Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. Jefferies Finance LLC and UBS Securities LLC are leading the deal that will be used to help fund the buyout of the company by Hellman & Friedman LLC from Bain Capital for about $1.8 billion.

The amount of the revolver draw and the sponsor equity contribution being used for the buyout was reduced due to the term loan upsizings, the source added.

Applied Systems is a University Park, Ill.-based provider of software for the insurance industry.

Emerald adjusts discount

Emerald Expositions changed the original issue discount on its fungible $200 million covenant-light incremental term loan B (BB-) due June 2020 to 99¾ from 99, according to a market source.

Pricing on the loan is Libor plus 425 with a 1.25% Libor floor and there is 101 soft call protection until June 16, 2014, just like the existing term loan B.

Bank of America Merrill Lynch and Morgan Stanley Senior Funding Inc. are leading the deal that will be used with a $140 million equity investment from Onex Partners III to fund the $335 million acquisition of George Little Management LLC.

Closing is expected this month, subject to customary regulatory approvals.

Emerald is a San Juan Capistrano, Calif.-based operator of large business-to-business tradeshows. George Little Management is a White Plains, N.Y.-based operator of tradeshows, consumer events and digital platforms.

Houghton trims pricing

Houghton Mifflin reduced the coupon on its $246 million term loan (B1) to Libor plus 325 bps from Libor plus 350 bps, while keeping the 1% Libor floor, par offer price and 101 soft call protection for six months intact, according to a market source.

Recommitments were due at 5 p.m. ET on Monday, the source said.

Citigroup Global Markets Inc. is leading the deal that will be used to reprice an existing term loan from Libor plus 425 bps with a 1% Libor floor.

Houghton Mifflin is a Boston-based publishing company.

Epicor shutting early

Epicor revised the commitment deadline on its roughly $840 million covenant-light term loan due May 16, 2018 to 5 p.m. ET on Monday from noon ET on Tuesday, a market source said.

The loan is talked at Libor plus 300 bps with a 1% Libor floor, an offer price of 99¾ to par and 101 soft call protection for six months.

Bank of America Merrill Lynch is leading the deal that will be used to reprice the company's existing term loan from Libor plus 325 bps with a 1.25% Libor floor.

Epicor is a Dublin, Calif.-based provider of enterprise business software services.

Ply Gem sets talk

In more primary happenings, Ply Gem held its bank meeting on Monday morning, and shortly before the even kicked off, price talk on the company's $380 million seven-year first-lien covenant-light term loan (B2/B+) was announced, according to a market source.

The term loan is talked at Libor plus 350 bps with a 1% Libor floor and an original issue discount of 991/2, the source said, and as previously reported, includes 101 soft call protection for six months.

Lead bank, Credit Suisse Securities (USA) LLC, is asking for commitments by Jan. 23.

Proceeds, along with $550 million of senior unsecured notes due 2022, will be used to fund the redemption of $756 million of 8¼% senior secured notes due 2018 and $96 million 9 3/8% senior notes due 2017.

Ply Gem is a Cary, N.C.-based manufacturer of exterior building products.

Mergermarket pricing

Mergermarket revealed talk of Libor plus 375 bps with a 1% Libor floor, an original issue discount of 99½ and 101 soft call protection for six months on its U.S. equivalent £150 million seven-year first-lien term loan that launched with a bank meeting during the session, according to a market source.

In addition, talk on the U.S. equivalent £70 million eight-year second-lien term loan came out at Libor plus 725 bps with a 1% Libor floor, a discount of 99 and call protection of 102 in year one and 101 in year two, the source said.

The company's credit facility also includes a $40 million five-year revolver.

Mergermarket lead banks

UBS Securities LLC, Mizuho Securities USA Inc. and HSBC Securities (USA) Inc. are leading Mergermarket's credit facility for which commitments are due on Jan. 27.

Proceeds will be used to help fund the acquisition of Mergermarket Group by BC Partners from Pearson plc for £382 million.

Closing is expected by the end of this quarter.

Mergermarket is a provider of corporate financial news, intelligence and analysis with headquarters in New York, London and Hong Kong.

AlixPartners guidance

AlixPartners launched with a call its $80 million covenant-light term loan B-1 due June 2017 with talk of Libor plus 275 bps with no Libor floor, and its $672 million covenant-light term loan B-2 due July 2020 with talk of Libor plus 300 bps to 325 bps with a 1% Libor floor, a market source said.

Both loans have a par offer price and 101 soft call protection for six months, the source continued.

Commitments are due on Friday.

Deutsche Bank Securities Inc. is leading the $752 million deal that will be used to reprice the existing B-1 loan from Libor plus 325 bps with no Libor floor, and the existing B-2 loan from Libor plus 400 bps with a 1% Libor floor.

AlixPartners is a New York-based performance improvement, corporate turnaround and financial advisory services firm.

NewPage timing emerges

NewPage scheduled a bank meeting for 10 a.m. ET in New York on Wednesday to launch its $750 million seven-year first-lien term loan that was previously labeled as this week's business with the specific date to be determined, according to a market source.

Also, talk on the loan came out at Libor plus 750 bps to 775 bps with a 1.25% 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. There is a provision that the debt is callable at par for 30 days if the merger agreement with Verso Paper Corp. is terminated.

Commitments are due on Jan. 29.

Credit Suisse Securities (USA) LLC, Barclays, UBS Securities LLC and BMO Capital Markets are leading the deal.

NewPage being acquired

Proceeds from the term loan will be used to refinance NewPage's existing $500 million term loan and fund a dividend as part of its acquisition by Verso, a Memphis, Tenn.-based producer of coated papers.

The transaction calls for NewPage equity holders to receive total cash and debt consideration of $900 million, consisting of $250 million in cash, most of which will be paid to the stockholders as a special dividend, $650 million of new Verso first-lien notes to be issued at closing, and shares of Verso common stock representing 20% of the outstanding shares as of immediately prior to closing.

NewPage's new senior secured deal will also include an ABL facility to replace an existing $350 million ABL facility.

Closing is expected in the second half of the year, subject to regulatory approvals and the completion of Verso's exchange offers and consent solicitations for its outstanding notes.

NewPage is a Miamisburg, Ohio-based producer of printing and specialty papers.

Harland details surface

Harland Clarke emerged with plans to hold a bank meeting at 10 a.m. ET in New York on Tuesday to launch a fungible $500 million first-lien covenant-light incremental term loan B-3 (B1/B+) due May 2018, according to a market source.

The loan is talked at Libor plus 550 bps with a 1.5% Libor floor, in line with the existing term loan B-3, is offered at an original issue discount of 99 and has call protection of 102 through April 2014, then 101 for a year, the source said.

Commitments are due on Jan. 28.

Credit Suisse Securities (USA) LLC, Bank of America Merrill Lynch, Citigroup Global Markets Inc., Deutsche Bank Securities Inc. and Jefferies Finance LLC are leading the deal.

Harland buying Valassis

Proceeds from Harland Clarke's term loan will be used to help fund the acquisition of Valassis for $34.04 per share in cash, representing a transaction value of about $1.84 billion, and to refinance existing debt.

The company had previously said in filings with the Securities and Exchange Commission that if certain amendments were made to the existing credit facility, it would get a $70 million add-on revolver, $500 million of add-on term loan debt and $275 million of senior secured notes for the acquisition, and, if the amendments to the credit facility were not completed, it would get a new $150 million senior secured revolver, $250 million of add-on term loan debt and $525 million of senior secured notes.

Closing is expected this quarter, subject to the tender of the majority of Valassis' shares, expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act and customary conditions.

Harland Clarke is a San Antonio-based provider of payment, marketing and security services. Valassis is a Livonia, Mich.-based provider of media solutions.

Atlantic Aviation on deck

Atlantic Aviation set a call for 11 a.m. ET on Tuesday to launch a $100 million incremental term loan B (Ba3/BB-) due June 1, 2020, according to a market source.

Existing term loan B pricing is Libor plus 250 bps with a 0.75% Libor floor and there is 101 soft call protection until May 31, 2014.

Barclays and Macquarie Capital (USA) Inc. are leading the deal of which about $65 million will be used to fund the acquisition of five fixed base operations from Galaxy Aviation and the rest will add cash to the balance sheet.

Atlantic Aviation is a New York-based aviation services company that operates fixed-base operator facilities.

Ascend Learning readies refi

Ascend Learning scheduled a bank meeting for Wednesday to launch a $445 million credit facility (B3) that will be used to refinance existing debt, according to a market source.

The facility consists of a $40 million five-year revolver and a $405 million 51/2-year term loan, the source said.

Bank of America Merrill Lynch and GE Capital Markets are leading the deal.

Burlington, Mass., and Leawood, Kan.-based Ascend Learning provider of technology-based learning services focused on student training and testing results in health care and other vocational fields.

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