EMI Music, Aspen Dental break; Fidelity National softens; WCA Waste, Rexnord tweak deals

By Sara Rosenberg

New York, March 5 - EMI Music Publishing's credit facility freed up for trading on Monday, with the term loan B quoted above its original issue discount price, and Aspen Dental Management Inc.'s upsized and repriced B loan started trading as well.

Also in the secondary market, Fidelity National Information Services Inc.'s term loan B weakened after news emerged that the company would be repaying some debt with bond proceeds.

Over in the primary, WCA Waste Corp. made a round of changes to its credit facility, reducing pricing on all tranches, tightening the original issue discount on the term loan and accelerating the commitment deadline, and Rexnord LLC added a euro carve-out to its term loan.

Additionally, Protection One Inc., Tube City IMS Corp., United Surgical Partners International Inc., DJO Finance LLC, Pinnacle Entertainment Inc. and Serena Software Inc. came out with price talk on their loans as all of these transactions were presented to investors during the session, and Monitronics International Inc. surfaced with new deal plans.

EMI Music tops OID

EMI Music's credit facility broke for trading on Monday afternoon, with the $1.15 billion six-year term loan B quoted at par bid, par ¾ offered on the open and then it moved to par 3/8 bid, par 5/8 offered, according to a trader.

Pricing on the term loan B is Libor plus 425 basis points with a 1.25% Libor floor, and it was sold at an original issue discount of 99. There is 101 soft call protection for one year.

During syndication, the B loan was upsized from $1.05 billion as the company's privately placed notes were reduced to $403.3 million from $503.3 million, the spread was flexed down from Libor plus 475 bps and the discount tightened from 981/2.

The company's $1.225 billion senior secured credit facility (Ba3/BB-) also includes a $75 million five-year revolver that is priced at Libor plus 475 bps with a 1.25% Libor floor and a 75 bps undrawn fee that is subject to one step-down.

UBS Securities LLC is the lead bank on the deal.

EMI being acquired

Proceeds from EMI's credit facility and $804 million of equity - increased from $790 million - will be used to fund its $2.2 billion buyout from a wholly owned subsidiary of Citigroup Inc.

The group buying the company includes Sony/ATV Music Publishing, a subsidiary of Sony Corp. of America that is co-owned by trusts formed by the Estate of Michael Jackson, Mubadala Development Co. PJSC, Jynwel Capital Ltd., GSO Capital Partners LP and David Geffen.

As part of the transaction, Sony Corp. of America will invest about $325 million and, in conjunction with the Estate of Michael Jackson, own approximately 38% of the newly formed entity, with an ability to increase the investment and ownership up to 40%.

Closing is subject to certain conditions, including regulatory approvals.

EMI Music Publishing is a music publisher. Sony/ATV is a New York-based owner and administrator of copyrights by artists.

Aspen frees up

Aspen Dental's $320 million term loan B (B2/B) due Oct. 6, 2016 also hit the secondary market, with levels quoted at 99 bid, par offered, according to a market source.

Pricing on the B loan firmed Libor plus 550 basis points, the wide end of the Libor plus 525 bps to 550 bps talk, and there is a 1.5% Libor floor as well as 101 soft call protection for one year.

The tranche includes $127.4 million of new money that was sold at an original issue discount of 981/2, and $192.6 million of existing debt that was repriced from Libor plus 450 bps with a 1.5% floor.

Proceeds from the new debt will be used to fund a dividend.

With the transaction, the East Syracuse, N.Y.-based dental company is amending its existing credit facility to increase the incurrence basket to $127.4 million for additional term loans and raise borrowing capacity under the existing revolver by $15 million.

UBS Securities LLC and GE Capital Markets are the lead banks on the deal.

Fidelity National slides

In more trading news, Fidelity National Information Services' term loan B dropped to par 1/8 bid, par ½ offered from par 3/8 bid, par ¾ offered following the company's announcement of a new bond offering, according to a trader.

The company said in the morning that it would use proceeds from the issuance of $500 million of senior notes due 2022 to repay certain debt and pay fees and expenses related to the offering. Then, late day, the offering was upsized to $700 million.

Fidelity National Information Services is a Jacksonville, Fla.-based provider of banking and payments technology solutions.

WCA Waste flexes

Moving to the primary, WCA Waste revised its credit facility in the morning, reducing pricing on the entire $375 million deal (B1/B+) to Libor plus 425 bps from Libor plus 500 bps, while leaving the 1.25% Libor floor intact, according to a market source.

The facility consists of a $100 million five-year revolver, which continues to be offered at an original issue discount of 981/2, and a $275 million six-year term loan, which is now being offered at 99, tightened from 981/2, the source remarked.

As before, the term loan has 101 soft call protection for one year.

In addition to the pricing changes, the accordion feature under the credit facility was lifted to $150 million from $100 million. It is subject to a 4.5 times first-lien leverage test and a 50 bps most favored nation clause.

WCA shutting early

With the new details out, lenders were told that they have until 5 p.m. ET on Tuesday to place their orders, moved up from the original Thursday commitment deadline, the source continued.

Credit Suisse Securities (USA) LLC and Macquarie Capital are leading the deal.

Proceeds, along with shareholder capital, will be used to fund the buyout of the company by Macquarie Infrastructure Partners II for $6.50 per share in cash, or about $526 million.

Also, proceeds from the facility will provide liquidity going forward, refinance WCA's existing bank debt and will be used to redeem its 7½% senior notes due 2019.

WCA firms size

Originally, WCA's term loan amount was subject to the tender results, meaning it could be reduced if some notes were left outstanding, but now it's firm at $275 million and will not change for the tender results, the source added. The tender expires on Thursday.

Also, based on regulatory filings, it was initially thought that the revolver would be sized at $50 million, but upon announcing the bank meeting date in February, the larger revolver size emerged.

Closing is expected this quarter, subject to stockholder approval, which will be sought at a meeting on Thursday, and regulatory approvals, which have already been obtained.

WCA, a Houston-based non-hazardous solid-waste services company, will have total leverage of 4.25 times and 50% plus of equity.

Rexnord seeks euro loan

Rexnord adjusted its $950 million six-year covenant-light first-lien term loan so that it now includes a $100 million-equivalent euro piece, a market source told Prospect News.

Price talk on the new euro carve-out is Euribor plus 425 bps with a 1% floor and an original issue discount of 99, the source said. And, as before, the U.S. piece is talked at Libor plus 425 bps with a 1% Libor floor and a discount of 99. There is still 101 soft call protection for one year.

Commitments towards the $1.13 billion facility (Ba3/BB-), which also includes a $180 million five-year revolver talked at Libor plus 425 bps with a 1% Libor floor, were due at 5 p.m. ET on Monday.

Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Bank of America Merrill Lynch, Barclays Capital Inc., Goldman Sachs & Co., BMO Capital Markets Corp. and Sumitomo Mitsui Banking Corp. are leading the deal that will refinance existing term loan and revolver borrowings.

Rexnord is a Milwaukee-based industrial company.

Protection One talk

Also on the new deal front, Protection One released guidance on its $520 million seven-year term loan B on Monday in connection with its morning bank meeting, with talk being Libor plus 425 bps to 450 bps with a 1.25% Libor floor, an original issue discount of 98½ and 101 soft call protection for one year, according to a market source.

The company's $545 million credit facility also includes a $25 million five-year revolver.

Lead banks, J.P. Morgan Securities LLC and Barclays Capital Inc., are seeking commitments by March 14.

Proceeds will be used by the Romeoville, Ill.-based alarm and security services provider to refinance existing credit facility debt and fund a distribution to shareholders.

Tube City sets guidance

Another company to hold a bank meeting and disclose price talk was Tube City IMS, and investors are being asked to get their commitments in March 16, according to a market source.

The company's $300 million seven-year senior secured term loan B (B1/B+) is being shopped at Libor plus 475 bps to 500 bps with a 1.25% Libor floor and an original issue discount of 981/2, and includes 101 soft call protection for one year, the source said.

J.P. Morgan Securities LLC, Credit Suisse Securities (USA) LLC, Bank of America Merrill Lynch and Wells Fargo Securities LLC are the lead banks on the deal that will be used to refinance an existing term loan B that matures on Jan. 25, 2014 and 9¾% senior subordinated notes due Feb. 1, 2015.

Tube City is a Glassport, Pa.-based provider of outsourced industrial services to steel mills.

United Surgical launches

United Surgical Partners launched its $330 million incremental first-lien term loan B due 2019 on Monday at talk of Libor plus 450 bps to 475 bps with a 1.25% Libor floor, an original issue discount of 98½ and 101 soft call protection for one year, according to a market source.

The company's $455 million credit facility provides for a $125 million five-year revolver as well, and an amendment and extension is also being sought after to extend its $503 million first-lien term loan B from the current 2014 maturity.

Lead banks, J.P. Morgan Securities LLC and Barclays Capital Inc., are asking for commitments by March 14.

Proceeds, along with senior notes and cash on hand, will repay the company's existing $437.5 million of senior subordinated notes and fund a special dividend to equity holders of about $270 million.

United Surgical is a Dallas-based owner and operator of ambulatory surgery centers and surgical hospitals.

DJO details emerge

DJO Finance held a call in the afternoon to launch a $300 million incremental term loan due September 2017 (BB-) that is being talked at Libor plus 500 bps with a 1.25% Libor floor and an original issue discount of 981/2, according to a market source.

In addition, the company is seeking to extend the maturity on a portion of its roughly $843 million term loan to November 2016 from May 2014 at pricing of Libor plus 500 bps, compared to non-extended pricing of Libor plus 300 bps, the source said.

And, a new $100 million five-year revolver (BB-) to replace the company's existing revolver is being sought after as well.

DJO lead banks

Credit Suisse Securities (USA) LLC, Goldman Sachs & Co., Macquarie Capital, RBC Capital Markets LLC, UBS Securities LLC and Wells Fargo Securities LLC are the lead banks on DJO Finance's deal.

Proceeds from the incremental loan will be used to repay some outstanding term loan debt.

As part of the amendment and extension transaction, the company is asking lenders for permission to raise the new term loan.

DJO Finance is a Vista, Calif.-based developer, manufacturer and distributor of medical devices for musculoskeletal health, vascular health and pain management.

Pinnacle Entertainment pricing

Also launching with a call was Pinnacle Entertainment's $250 million seven-year term loan B (BB+), which is talked at Libor plus 325 bps to 350 bps with a 1.25% Libor floor, an original issue discount of 99 and 101 soft call protection for one year, according to market sources.

J.P. Morgan Securities LLC, Bank of America Merrill Lynch, Barclays Capital Inc., Credit Agricole Securities (USA) Inc., Deutsche Bank Securities Inc., UBS Investment Bank, Capital One and Wells Fargo Securities LLC are leading the deal.

Proceeds from the term loan and $325 million of senior subordinated notes will be used to redeem the company's $385 million of 7½% senior subordinated notes due 2015, repay all revolver borrowings and for general corporate purposes.

Pinnacle, a Las Vegas-based owner and operator of casinos, is seeking commitments by Friday.

Serena reveals talk

Lastly, Serena Software announced price talk of Libor plus 400 bps with a 1% Libor floor and an original issue discount of 99 on its up to $117 million senior secured term loan in connection with its conference call launch, according to a market source.

The term loan due March 2016 has 101 soft call protection for one year, the source remarked.

Commitments are due on March 12.

Barclays Capital Inc. is the lead bank on the deal that will be used to repay non-extended term loan borrowings.

Serena is a Redwood City, Calif.-based Application Lifecycle Management vendor.

Monitronics coming soon

In other news, Monitronics joined this week's calendar, setting a bank meeting for 2:30 p.m. ET on Thursday to launch a proposed $650 million credit facility, according to a market source.

The facility consists of a $150 million five-year revolver and a $500 million six-year term loan B, the source said, adding that price talk is not yet available.

Bank of America Merrill Lynch, Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC are the lead banks on the deal that will be used to refinance existing debt.

Ratings are expected in the mid/high single-B's, the source added.

Monitronics is a Dallas-based alarm monitoring company.

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