Pinnacle, Datatel break; Burlington up on amendment; Neiman gains; Cooper-Standard sets talk

By Sara Rosenberg

New York, Dec. 9 - Pinnacle Foods Group LLC and Datatel Inc. both saw their new deals free up for trading on Wednesday, and Burlington Coat Factory Warehouse Corp.'s term loan B gained some ground on news of an amend and extend proposal.

Also in trading, Neiman Marcus Inc.'s term loan B was better with earnings results and Clear Channel Communications Inc.'s term loan B continued its run-up on rumors of an upcoming bond offerings.

Moving to the primary market, Cooper-Standard Automotive Inc. came out with price talk on its debtor-in-possession term loan as the deal was launched to investors in the morning, AMN Healthcare Services Inc.'s newly launched credit facility has already received some positive attention, and SteelRiver Infrastructure Partners LP's facility is coming along well.

Pinnacle frees to trade

Pinnacle Foods' $850 million incremental term loan C (B2) hit the secondary market on Thursday with levels seen above the original issue discount price at which it was sold, according to a market source.

The term loan C was quoted at par 1/8 bid, par 3/8 offered on the break and then it moved up to par ½ bid, par ¾ offered, the source said.

Pricing on the term loan C is Libor plus 500 basis points with a 2.5% Libor floor, and it was issued at a discount of 99.

During syndication, the discount was tightened from 98.

Also, the term loan C was initially expected to be sized at $875 million and the company's senior unsecured bond offering was expected to be sized at $275 million, based on the company's commitment letter. The term loan was then revised to $750 million and the bonds to $400 million, and then the term loan was changed to $850 million and the bonds to $300 million.

Pinnacle lead banks

Barclays, Bank of America and Credit Suisse are the joint lead arrangers and bookrunners on Pinnacle's credit facility, with Barclays the left lead. HSBC and Macquarie Capital are bookrunners as well.

In addition to the term loan C, the company is getting a $20 million incremental revolver (B2), which is not being syndicated and will be used for general corporate purposes and working capital. The revolver add-on will be priced in line with the existing revolver.

Proceeds from the term loan C, the bonds and equity will be used by Pinnacle Foods to fund the acquisition of Birds Eye Foods Inc. from Vestar Capital Partners, Pro-Fac Cooperative and management in a transaction valued at $1.3 billion.

Pro forma for the acquisition, including expected synergies of $45 million, the company will have senior secured leverage of 4.4 times, senior leverage of 5.7 times and total leverage of 6.2 times based on pro forma adjusted EBITDA of about $472 million for the 12 months ended Sept. 27.

Pinnacle Foods is a Cherry Hill, N.J.-based manufacturer and distributor of branded packaged foods. Birds Eye is a Rochester, N.Y.-based packaged food company with more than $930 million of total sales.

Datatel breaks

Datatel's credit facility also freed up for trading during the session, with the first-lien term loan quoted at 99 ¼ bid, and the second-lien term loan quoted at par ¼ bid, according to a trader.

The $165 million six-year first-lien term loan (Ba3) is priced at Libor plus 450 bps with a 2% Libor floor and was sold at an original issue discount of 981/2, and the $120 million seven-year second-lien term loan (B3) is priced at Libor plus 825 bps with a 2% Libor floor and was sold at a discount of 98.

During syndication, the original issue discount on the first-lien term loan was tightened from 98, and the second-lien term loan was upsized from $100 million while pricing was dropped from Libor plus 850 bps and the discount was lowered from 97.

Datatel's $325 million credit facility also includes a $40 million five year revolver (Ba3) priced at Libor plus 450 bps with a 2% Libor floor.

Credit Suisse is the lead bank on the deal that will be used to help fund the buyout of the company by Hellman & Friedman LLC from Thoma Bravo. As a result of the second-lien upsizing, the equity being used for the buyout is being decreased.

Datatel is a Fairfax, Va.-based provider of higher education software, services and insight.

Burlington trades higher

Burlington Coat Factory's term loan B strengthened on Wednesday following word that the company will be approaching the market with an amend and extend transaction, according to market sources.

The term loan B was quoted by one source at 91 bid, 92 offered, up from 89½ bid, 90 offered, and by a second source at 89¾ bid, 90¾ offered, up three quarters of a point on the day.

Under the term loan B amendment proposal, which is set to launch on Thursday afternoon, the company would extend a portion of the debt to 2015 with pricing of Libor plus 400 bps and 101 soft call protection for two years.

Currently, the term loan B matures in May 2013 and is priced at Libor plus 225 bps.

JPMorgan is leading the term loan B amendment and lenders are being offered a 15 bps amendment fee.

In addition to the term loan B amendment, the company will also launch an amendment to its ABL revolver that would extend some of the commitments in exchange for higher pricing.

Burlington Coat Factory is a Burlington, N.J.-based retailer of branded apparel.

Neiman rises with numbers

Neiman Marcus' term loan B was better in trading after the company came out with quarterly results, according to traders.

The term loan B was quoted at 87 bid, 88 offered, up from 86¼ bid, 87¼ offered, one trader said, adding, "EBITDA came out slightly better than expected and cash flow was good."

Meanwhile, a second trader was quoting the term loan B at 87 3/8 bid, 87 7/8 offered, up a point and three eighths on the day.

For the first quarter of fiscal year 2010, Neiman reported EBITDA of $128.9 million, compared to $138.2 million in the first quarter of fiscal 2009.

At the end of the quarter, the company had cash of $319 million, an increase of over $200 million from last year.

Net earnings for the quarter were $8.5 million, compared to net earnings of $12.9 million last year.

And, total revenues for the quarter were $868.9 million, compared to $985.8 million in the prior year.

Neiman Marcus is a Dallas-based high-end specialty retailer.

Clear Channel still edging up

Clear Channel's term loan B was once again higher on continued chatter over the company's rumored plans to sell about $2.5 billion of bonds, according to traders.

The term loan B was quoted at 79¼ bid, 80¼ offered, up from 79 bid, 80 offered, traders said.

Levels on the term loan B have been steadily rising over the past week or so as investors have been reacting to the bond buzz.

For example, this past Monday, the term loan B was seen at 78¼ bid, 79¼ offered, a point lower than it was seen on Wednesday.

Based on the chatter, the market is expecting the bonds to be issued at the company's outdoor unit and proceeds will be used to reduce an intercompany note and maybe repay some bank debt, traders explained.

Clear Channel is a San Antonio-based media and entertainment company.

Cooper-Standard talk emerges

Switching to new deal happenings, Cooper-Standard held a conference call on Wednesday morning to kick off syndication on its $175 million debtor-in-possession term loan, and in connection with the launch, price talk was announced, according to sources.

The DIP term loan was presented to lenders with talk of Libor plus 650 bps, sources said.

In addition, the loan includes a 2% Libor floor, sources continued, adding that there is no original issue discount.

Deutsche Bank is the lead bank on the deal.

The maturity on the new DIP loan is Aug. 3, 2010, the same as the maturity on the existing DIP loan that is being refinanced and repaid at 101.

Cooper-Standard repricing existing DIP

Through this transaction, Cooper-Standard is basically just trying to reprice its existing $175 million DIP term loan, which carries an interest rate of Libor plus 950 bps and includes a 3% Libor floor, the source explained.

Cooper-Standard, a Novi, Mich.-based manufacturer and marketer of systems and components for the automotive industry, obtained the existing DIP loan a few months ago when the primary market was not nearly as strong.

This market strength has paved the way for others to attempt refinancing/repricing deals, including Chicago-based confections company Wm. Wrigley Jr. Co.

As was already reported, on Tuesday, Wrigley launched $2.1 billion in new term loan debt with 101 soft call protection for one year, comprised of a $1 billion three-year term loan talked at Libor plus 275 bps with an original issue discount of 99½ and a $1.1 billion five-year term loan talked at Libor plus 300 bps with an original issue discount of 991/4.

Proceeds from the new term loans, along with new unsecured debt and cash on hand, will be used to refinance Wrigley's existing term loan B that is priced at Libor plus 350 bps with a 3% Libor floor and was sold at an original issue discount of 99.

AMN attracts lenders

AMN Healthcare Services' $185 million credit facility (BB) received early interest from investors before the Wednesday bank meeting launch even took place, according to a market source.

The facility is comprised of a $75 million three-year revolver and a $110 million four-year term loan, with both tranches talked at Libor plus 400 bps.

The term loan has a 2.25% Libor floor and is being offered at an original issue discount of 96.

Bank of America and SunTrust are the lead banks on the deal that will be used to refinance the company's existing credit facility, with Bank of America the left lead.

Commitments from lenders are due mid-next week and closing is expected to occur before year-end.

AMN is a San Diego-based health care staffing company.

SteelRiver sees orders

SteelRiver's $375 million credit facility is moving along nicely with a "good number of commitments" in towards the deal, according to a market source.

The facility consists of a $100 million 31/2-year holdco term loan talked at Libor plus 600 bps with an original issue discount of 981/2, a $175 million three-year working capital revolver talked at Libor plus 400 bps and a $100 million three-year capex revolver were talked at Libor plus 400 bps.

The revolvers are being offered with upfront fees of 100 bps for commitments of $25 million and 75 bps for commitments of $15 million.

In addition, the company is getting a $470 million one-year secured bridge loan talked at Libor plus 300 bps, stepping up with duration fees, that is being offered with upfront fees of 50 bps for commitments of $50 million and 25 bps for commitments of less than $50 million.

SteelRiver acquiring assets

Proceeds from SteelRiver's credit facility and bridge loan will be used to fund the acquisition of Dominion Resources Inc.'s Peoples Natural Gas Co. and Hope Gas Inc. natural gas distribution utilities located in Pennsylvania and West Virginia.

The intention is to eventually replace the bridge loan with bonds.

BNP Paribas, Scotia Capital, BayernLB and Union Bank are the lead banks on the deal.

SteelRiver is an investment management firm.

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