Fortescue, Ascensus, Norcraft, Azure break; BJ's, Husky, CHG Healthcare update deals

By Sara Rosenberg

New York, Nov. 12 - Fortescue Resources' term loan hit the secondary market on Tuesday with levels seen above its original issue discount price, and Ascensus Inc., Norcraft Cos. Inc. and Azure Midstream Holdings LLC began trading as well.

Over in the primary, BJ's Wholesale Club Inc. revised sizes and spreads on its first- and second-lien term loans and tightened the discount, while also reducing the call protection on the second-lien tranche.

Also, Husky Injection Molding Systems Ltd. modified the offer price on its add-on loan and CHG Healthcare Services Inc. finalized pricing on its term debt at the low end of guidance.

In addition, One Call Care Management, Brand Energy & Infrastructure Services Inc., Tallgrass Operations LLC, Vantage Drilling Co., Intrawest Corp., Blue Buffalo Co. Ltd. and Actuant Electrical set talk with launch, and GlobalLogic revealed term loan B guidance as ratings emerged.

Furthermore, EIG Investors Corp. (Endurance International Group Holdings Inc.), Centerplate Inc., Heartland Dental Care LLC, Dayco Products LLC, Patriot Coal Corp. and Bluestem Brands Inc. are getting ready to bring new deals to market.

Fortescue frees up

Fortescue Resources' $4.95 billion senior secured covenant-light term loan (Ba1/BBB-) due June 30, 2019 broke for trading on Tuesday, with levels quoted at par 3/8 bid, par 7/8 offered on the open, according to a market source. By the afternoon, another source was seeing the loan at par ½ bid, 101 offered.

Pricing on the term loan is Libor plus 325 basis points, subject to a leverage-based grid, with a 1% Libor floor, and it was sold at an original issue discount of 993/4. There is 101 soft call protection for one year.

Recently, the spread on the loan was reduced from Libor plus 375 bps, the grid was added and the maturity was changed from five years.

Credit Suisse Securities (USA) LLC and J.P. Morgan Securities LLC are leading the deal that will be used to refinance an existing term loan due October 2017 that is priced at Libor plus 425 bps with a 1% Libor floor.

Fortescue is an East Perth, Australia-based iron ore producer.

Ascensus tops OIDs

Ascensus' credit facility also broke, with the $200 million first-lien term loan (B1/B+) quoted at par bid, 101 offered on the open and then it moved up to par ½ bid, 101½ offered, and the $92 million second-lien term loan (Caa1/CCC+) quoted at 101½ bid, 102½ offered but not active, a trader remarked.

Pricing on the first-lien term loan is Libor plus 400 bps with a 1% Libor floor and it was sold at a discount of 991/2. There is 101 soft call protection for one year.

The second-lien loan is priced at Libor plus 800 bps with a 1% Libor floor and was sold at 981/2. This tranche has call protection of 103 in year one, 102 in year two and 101 in year three.

During syndication, pricing on the first-lien loan was lowered from Libor plus 425 bps, the Libor floor was from 1.25% and the original issue discount was tightened from 99, and second-lien term loan pricing was cut from Libor plus 825 bps with the floor also reduced from 1.25%.

Ascensus funding acquisition

Proceeds from Ascensus' $307 million credit facility, which also includes a $15 million revolver (B1/B+), will be used to fund the purchase of Sallie Mae's 529 college savings plan administrator, Upromise Investments, and to refinance existing debt.

Closing is expected this quarter, subject to a satisfactory Hart-Scott-Rodino review and other customary conditions.

BMO Capital Markets and Golub Capital are the leads on the financing.

Ascensus is a Dresher, Pa.-based retirement plan services provider.

Norcraft starts trading

Norcraft's credit facility emerged in the secondary too, with the $150 million seven-year covenant-light term loan (B2/BB-) quoted at 99 7/8 bid, par 3/8 offered, according to a trader.

Pricing on the term loan is Libor plus 425 bps with a 1% Libor floor and it was sold at a discount of 991/2. The debt has 101 soft call protection for six months.

During syndication, pricing on the term loan was reduced from Libor plus 450 bps and the discount was revised from 99.

The company's $175 million credit facility also includes a $25 million asset-based revolver.

RBC Capital Markets LLC and KeyBanc Capital Markets LLC are leading the deal that will be used with an initial public offering of common stock to redeem 10½% senior secured second-lien notes due 2015 on or shortly after Dec. 15, 2013 and purchase at least a nominal interest in Norcraft Cos. LLC following the closing of the offering.

Norcraft is an Eagan, Minn.-based manufacturer of kitchen and bathroom cabinetry.

Azure breaks

Another deal to free up was Azure Midstream's $550 million term loan B, with levels seen at 99½ bid, par ¼ offered, a source said.

Pricing on the loan is Libor plus 550 bps with a 1% Libor floor and it was sold at a discount of 981/2. There is 101 hard call protection for one year.

Recently, pricing on the loan was increased from talk of Libor plus 425 bps to 450 bps, the discount was changed from 99 and the call protection was modified from a soft call.

J.P. Morgan Securities LLC is leading the deal that will be used to help fund the acquisition of TGGT Holdings LLC from EXCO Operating Co. LP and BG Group plc for about $910 million, of which around $875 million will be in cash and the remaining portion will be in the form of a roughly 8% equity interest in Azure.

Closing is expected this quarter.

Azure is a Houston-based midstream gas company. TGGT is a Dallas-based midstream energy company.

CSC ServiceWorks rises

Also in trading, CSC ServiceWorks Inc. (Coinmach) saw its $495 million incremental term loan B (B) move to 99 7/8 bid, par 3/8 offered on Tuesday, up from the 99¾ bid, par ¼ offered levels that were seen when the debt broke on Friday, according to a market source.

Pricing on the loan is Libor plus 325 bps with a 1% Libor floor, which matches existing term loan B pricing, and it was sold at a discount of 991/2. There is 101 soft call protection for six months.

During syndication, the loan was upsized from $460 million and the discount was revised from the 99 area.

Deutsche Bank Securities Inc. and Morgan Stanley Senior Funding Inc. are leading the deal that will be used to help fund the acquisition of Mac-Gray Corp. for $21.25 per share, or about $524 million.

Closing is expected in the first half of 2014, subject to the adoption of the acquisition agreement by Mac-Gray's stockholders, regulatory approval and other customary conditions.

CSC is a Plainview, N.Y.-based provider of multi-family housing and commercial laundry and air vending services. Mac-Gray is a Waltham, Mass.-based provider of laundry facilities management services.

BJ's reworks deal

Moving to the primary, BJ's Wholesale Club increased its first-lien term loan (B3/B-) due Sept. 26, 2019 to $1.5 billion from $1.45 billion and lowered pricing to Libor plus 350 bps from talk of Libor plus 375 bps to 400 bps, while keeping the 1% Libor floor, original issue discount of 99½ and 101 soft call protection for six months intact, according to a market source.

Meanwhile, the second-lien term loan (Caa2/CCC) due March 31, 2020 was reduced to $600 million from $650 million, pricing was cut to Libor plus 750 bps from talk of Libor plus 775 bps to 800 bps, the discount was moved to 99½ from 99, and the call protection was changed to 102 in year one and 101 in year two from 103 in year one, 102 in year two and 101 in year three, the source said. This tranche still has a 1% Libor floor.

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

Deutsche Bank Securities Inc., Citigroup Global Markets Inc., Barclays, Jefferies Finance LLC and Morgan Stanley Senior Funding Inc. are leading the $2.1 billion deal that will be used to refinance existing term loans and fund a $453 million dividend.

BJ's, a Westborough, Mass.-based operator of warehouse clubs, will have total first-lien leverage of 4.5 times, net first-lien leverage of 4.4 times, total leverage of 5.9 times and net leverage of 5.8 times.

Husky tweaks offer price

Husky Injection Molding Systems revised talk on the offer price for its $160 million add-on term loan to 99¾ to par from 99¼ to 99½ and moved up the commitment deadline to 5 p.m. ET on Tuesday from Thursday, a market source said.

Pricing on the add-on is Libor plus 325 bps with a 1% Libor floor, which matches existing term loan pricing.

Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc., RBC Capital Markets LLC and TD Securities (USA) LLC are leading the deal that will be used to fund the acquisition of Schottli Group.

Husky is a Bolton, Ont.-based supplier of injection molding equipment and services to the plastics industry. Schottli is a Diessenhofen, Switzerland-based medical and closure mold-making company.

CHG finalizes spread

CHG Healthcare Services set pricing on its first-lien term loan at Libor plus 325 bps, the low end of the Libor plus 325 bps to 350 bps talk, according to a market source.

The loan still has a 1% Libor floor, a par offer price and 101 soft call protection for six months.

Goldman Sachs Banks USA and Barclays are leading the deal that will be used to reprice an existing term loan from Libor plus 375 bps with a 1.25% Libor floor.

CHG is a Salt Lake City-based health care staffing firm.

One Call guidance

One Call Care Management held its bank meeting on Tuesday morning, and with the event, price talk on its $1,245,000,000 in term loans was announced, according to a market source.

The $825 million seven-year covenant-light first-lien term loan is talked at Libor plus 350 bps to 375 bps and the $420 million eight-year covenant-light second-lien term loan is talked at Libor plus 775 bps to 800 bps, with both having a 1% Libor floor and an original issue discount of 99, the source said.

Also, the first-lien loan has 101 soft call protection for six months, and the second-lien loan has 101 hard call protection until April 30, 2014, then 103 until the first anniversary of closing, 102 for a year and 101 for the following year, the source continued.

Leads, Bank of America Merrill Lynch, Deutsche Bank Securities Inc., RBC Capital Markets, Morgan Stanley Senior Funding Inc. and Guggenheim, are seeking commitments by Nov. 20.

Proceeds will be used to fund the buyout of the company by Apax Partners from Odyssey Investment Partners, which is expected to close this quarter.

One Call is a Parsippany, N.J.-based provider of specialized cost containment services to the workers' compensation industry.

Brand Energy talk emerges

Brand Energy disclosed talk of Libor plus 350 bps to 375 bps with a 1% Libor floor, an original issue discount of 99½ and 101 soft call protection for six months on its $1,225,000,000 seven-year covenant-light term loan B that launched with a meeting in the afternoon, a market source said.

The $1,525,000,000 senior secured deal (B1) also includes a $300 million five-year revolver.

Commitments are due on Nov. 21, the source continued.

Morgan Stanley Senior Funding Inc., Citigroup Global Markets Inc., Goldman Sachs Bank USA, UBS Securities LLC, HSBC Bank USA, ING Capital LLC, Natixis, RBS Securities Inc., Societe Generale, and SunTrust Robinson Humphrey Inc. are leading the deal.

Proceeds will help fund the buyout of the company by Clayton, Dubilier & Rice from First Reserve and merger with an infrastructure business that is being bought from Harsco Corp. for about $300 million plus Harsco will receive a 29% equity stake in the combined company.

Closing is expected by year-end, subject to customary conditions and regulatory approvals, as well as satisfactory conclusion of the relevant works council/trade union consultation procedures.

Brand Energy is an Atlanta-based provider of specialized industrial services to the energy and infrastructure sectors.

Tallgrass pricing

Tallgrass launched with a call its $618.4 million senior secured term loan B due Nov. 13, 2018 with talk of Libor plus 325 bps with a 1% Libor floor and 101 soft call protection for six months, according to a market source.

Proceeds will be used to reprice the existing $468.4 million term loan from Libor plus 400 bps with a 1.25% Libor floor, and the portion of the new loan that is being used for that purpose is offered at par.

Also, the $150 million of incremental debt raised will be used to provide additional liquidity for the company's Pony Express project, for general corporate purposes and to fund other growth projects, and this portion of the loan is offered at an original issue discount of 991/2, the source said.

Lead bank, Barclays, is asking for commitments by noon ET on Nov. 22.

Tallgrass is an Overland Park, Kan.-based owner, operator, acquirer and developer of midstream energy assets.

Vantage details surface

Vantage Drilling held its call, launching a $475 million covenant-light senior secured term loan B due Oct. 25, 2017 with talk of Libor plus 400 bps to 425 bps with a 1% Libor floor, a par offer price and 101 soft call protection for six months, according to a market source.

Proceeds will be used to reprice an existing term loan from Libor plus 450 bps with a 1.25% Libor floor.

Consents from existing lenders are due at 2 p.m. ET on Friday, commitments from new lenders are due at 2 p.m. ET on Nov. 18 and the amendment is expected to close on Nov. 22, the source remarked.

Citigroup Global Markets Inc. is leading the deal.

Vantage Drilling is a Houston-based offshore drilling contractor.

Intrawest holds call

Intrawest held a call in the afternoon to launch a $540 million seven-year first-lien covenant-light term loan (B2/B+) with talk of Libor plus 450 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for one year, according to a market source.

Commitments are due on Nov. 22, the source said.

The company's $620 million credit facility also includes a $25 million revolver (Ba2/BB-) and a $55 million letter-of-credit facility (B2/B+).

Goldman Sachs Bank USA, Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC and Bank of America Merrill Lynch are leading the deal that will be used to refinance existing debt.

Intrawest is Denver-based operator of ski resorts and luxury adventure travel brands.

Blue Buffalo launches

Blue Buffalo approached lenders with a $396 million senior secured term loan B due Aug. 8, 2019 that is talked at Libor plus 300 bps with a 25 bps step-down when consolidated total leverage is below 2 times, a 1% Libor floor, a par offer price and 101 soft call protection for six months, according to a market source.

Proceeds will be used to reprice an existing term loan from Libor plus 375 bps with a 1% Libor floor.

Expected ratings are B1/BB, the source continued.

Cashless roll commitments are due at 5 p.m. ET on Friday and new lender commitments are due at 5 p.m. ET on Nov. 19.

Citigroup Global Markets Inc. and Morgan Stanley Senior Funding Inc. are leading the deal that launched with no lender call.

Blue Buffalo is a Wilton, Conn.-based pet food company.

Actuant Electrical terms

Actuant Electrical released talk of Libor plus 425 bps to 450 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months on its $130 million six-year term loan B, according to a market source.

The term loan B is part of a $150 million credit facility that also includes a $20 million five-year revolver.

RBC Capital Markets and NXT Capital are leading the deal for which a bank meeting was held in the afternoon.

Proceeds, along with $60 million of senior subordinated notes, will be used to fund the buyout of the company by Sentinel Capital Partners from Actuant Corp. for $258 million in cash.

Actuant Electrical is a Menomonee Falls, Wis.-based provider of products for the retail do-it-yourself, marine, industrial OEM and wholesale electrical markets.

E.W. Scripps sets deadline

In more primary happenings, E.W. Scripps Co. launched with a morning bank meeting its $275 million senior secured credit facility (Ba2) and asked lenders to get their orders in by Nov. 22, according to a market source.

As previously reported, the facility consists of a $75 million five-year revolver, and a $200 million covenant-light seven-year term loan B talked at Libor plus 275 bps with a 0.75% Libor floor, an original issue discount of 99½ and 101 soft call protection for six months.

SunTrust Robinson Humphrey Inc. is leading the deal that Proceeds will be used to refinance existing debt.

Ratings are expected in the mid-to-low double B's.

Senior and total pro forma leverage is expected to be 1.9 times.

E.W. Scripps is a Cincinnati-based media company.

GlobalLogic discloses talk

GlobalLogic came out with talk of Libor plus 500 bps to 525 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months on its $160 million 51/2-year term loan B as B1/B+ ratings have surfaced, according to a market source.

The company's $185 million senior secured credit facility also includes a $25 million five-year revolver (B1/B+).

RBC Capital Markets and Credit Suisse Securities (USA) LLC are leading the deal that launched with a bank meeting last Thursday and has a commitment deadline of Nov. 21.

Proceeds, along with about 65% equity, will be used to fund the buyout of the McLean, Va.-based full-lifecycle product development services company by ODSA Topco Ltd., a company backed by Apax Partners.

Net leverage is 3.0 times based on last-12-months Sept. 30 EBITDA.

Closing is expected by year-end, subject to customary conditions.

EIG joins calendar

EIG Investors scheduled a conference call for 11 a.m. ET on Wednesday to launch a $1,159,000,000 credit facility (B2), according to a market source.

The facility consists of a $1,034,000,000 senior secured first-lien term loan due Nov. 9, 2019 and a $125 million revolver, the source said.

Talk on the term loan is Libor plus 400 bps with a 1% Libor floor, a par offer price on the repricing portion of the loan, an original issue discount of 99½ on the $150 million of incremental debt being raised through this transaction and 101 soft call protection for six months, the source continued.

Commitments are due on Nov. 20.

Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc. and Wells Fargo Securities LLC are leading the deal that will be used with cash on hand to refinance existing first- and second-lien term loans.

EIG is a Burlington, Mass.-based provider of web hosting and online services.

Centerplate plans refi

Centerplate plans to launch with a bank meeting on Wednesday a $420 million credit facility that will be used to refinance existing debt, according to a market source.

The facility consists of a $75 million revolver and a $345 million term loan B, the source said.

GE Capital Markets, PNC Capital Markets LLC and Rabobank are leading the deal.

Centerplate is a Stamford, Conn.-based provider of food and beverage concessions, high-end catering and merchandise services in sports facilities, convention centers and other entertainment facilities.

Heartland Dental readies loan

Heartland Dental Care set a call for 9 a.m. ET on Thursday to launch a $160 million incremental first-lien term loan, according to a market source.

RBC Capital Markets LLC, BMO Capital Markets Corp. and Jefferies Finance LLC are leading the deal that will be used to fund the acquisition of My Dentist Holdings LLC.

Closing is subject to certain regulatory and other approvals.

Heartland Dental is an Effingham, Ill.-based provider of office support services to dental offices. My Dentist is an Oklahoma City-based dental support organization.

Dayco on deck

Dayco Products scheduled a bank meeting for 10 a.m. ET on Thursday to launch a $425 million seven-year term loan B that will be used to refinance existing debt and fund a dividend, according to a market source.

Bank of America Merrill Lynch, J.P. Morgan Securities LLC and Credit Suisse Securities (USA) LLC are leading the transaction.

Dayco Products is a Troy, Mich.-based manufacturer and distributor of belts, tensioners, hose, pulleys and hydraulics equipment for the automotive, trucking, construction, agricultural, ATV, snowmobile and industrial markets.

Patriot Coal coming soon

Patriot Coal will hold a bank meeting on Thursday with a 9:30 a.m. registration time to launch a $375 million five-year credit facility, according to a market source.

The facility consists of a $125 million asset-based revolver and a $250 million first-lien second-out term loan, the source said.

Barclays and Deutsche Bank Securities Inc. are leading the deal that will be used to support the company's emergence from Chapter 11.

Patriot Coal is a St. Louis-based miner, producer and seller of thermal coal.

Bluestem sets meeting

Bluestem Brands scheduled a bank meeting for Wednesday to launch a $200 million term loan B, according to a market source.

Wells Fargo Securities LLC and Bank of America Merrill Lynch are leading the deal that will be used to fund a dividend.

Bluestem is an Eden Prairie, Minn.-based multi-brand, online retailer of a broad selection of name brand and private label general merchandise serving low- to middle-income consumers.

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