Goodyear second-lien breaks; Press Ganey revises tranching; HCA, PRV Aerospace set talk

By Sara Rosenberg

New York, April 16 - Goodyear Tire & Rubber Co.'s senior secured second-lien term loan made its way into the secondary market on Monday, with levels quoted right around the original issue discount price.

Over in the primary market, Press Ganey Associates Inc. lifted the size of its credit facility through upsizings to its revolver, first-lien term loan B and second-lien term loan, while leaving all other terms unchanged.

Also, HCA Holdings Inc. released price talk on a proposed term loan A-3 that would be created through the extension of some existing term loan debt, and PRV Aerospace LLC began circulating guidance on its upcoming transaction.

Furthermore, Bausch & Lomb set timing and details on its deal, MSCI Inc., Sophos Ltd., Ineos Group Holdings SA and Wabash National Corp. announced new loan plans, and Schiff Nutrition Group Inc. scheduled a bank meeting for its already funded facility.

Goodyear frees up

Goodyear Tire & Rubber's $1.2 billion senior secured second-lien term loan (Ba1/BB) began trading on Monday, with levels seen at 98 bid, 98½ offered on the break, according to a trader.

Pricing on the loan is Libor plus 375 basis points with a 1% Libor floor, and it was sold at an original issue discount of 98, the wide end of revised talk of 98 to 981/2, the trader said. There is 101 soft call protection for one year.

During syndication, the spread was increased from Libor plus 325 bps and the discount widened from 99.

J.P. Morgan Securities LLC, Deutsche Bank Securities Inc., BNP Paribas Securities Corp., Citigroup Global Markets Inc., Credit Agricole Securities (USA) Inc., Goldman Sachs & Co. and Wells Fargo Securities LLC are leading the deal that will be used to refinance an existing second-lien term loan.

Goodyear is an Akron, Ohio-based tire company.

Press Ganey upsizes

Moving to the primary, Press Ganey restructured its credit facility, raising the revolver (B1/B) to $30 million from $20 million, the first-lien term loan B (B1/B) to $345 million from $335 million and the second-lien term loan (Caa1/CCC+) to $95 million from $90 million, according to a market source.

Pricing and call protection on all tranches was left unchanged from initial talk, the source said.

The revolver is priced at Libor plus 400 bps with no floor and a 100 bps upfront fee, the term loan B is priced at Libor plus 400 bps with a 1.25% Libor floor and an original issue discount of 99, and the second-lien term loan is priced at Libor plus 700 bps with a 1.25% floor and a discount of 99.

There is 101 soft call protection for one year on the term loan B, and the second-lien loan has hard call protection of 102 in year one and 101 in year two.

Press Ganey repaying debt

Proceeds from Press Ganey's $470 million credit facility, up from $445 million, will be used to refinance existing debt.

Funds raised through the upsizing will be used to add cash to the balance sheet, the source added.

Barclays Capital Inc., Goldman Sachs & Co. and GE Capital Markets are the lead banks on the deal.

Press Ganey is a South Bend, Ind.-based provider of health care performance improvement services.

HCA launches A-3

HCA came to market on Monday with a new minimum $500 million term loan A-3 that would be formed through the extension of term loan A-1 and term loan B-1 debt, according to a market source.

The A-3 tranche would mature on Feb. 2, 2016 and is talked at Libor plus 325 bps, the source said, adding that lenders are offered a 25 bps upfront fee.

By comparison, the A-1 loan is due on Nov. 17, 2012 and priced at Libor plus 125 bps, and the B-1 loan is due on Nov. 17, 2013 and priced at Libor plus 225 bps.

Lead bank, Bank of America Merrill Lynch, is seeking commitments by noon ET on Thursday with the plan being to close next week.

In the secondary market, the term loan A-1 was quoted at par bid, par ¼ offered and the term loan B-1 was quoted at 99 5/8 bid, 99 7/8 offered, unchanged on the day, a trader remarked.

HCA is a Nashville-based hospital and health care services company.

PRV floats talk

PRV Aerospace started going out with price talk of Libor plus 475 bps with a 1.5% Libor floor and an original issue discount of 99 on its proposed $220 million credit facility as the deal is set to launch with a bank meeting on Wednesday, according to a market source.

The facility consists of a $30 million five-year revolver and a $190 million six-year term loan, the source said.

GE Capital Markets and KeyBanc Capital Markets LLC are leading the deal that will be used to help fund the acquisition of the company by Court Square Capital Partners from Platte River Ventures.

PRV Aerospace is an Everett, Wash.-based aerospace and defense group.

Bausch details surface

In more primary happenings, Bausch & Lomb scheduled a bank meeting for 10 a.m. ET on Thursday in New York, and it is now known that the company will bring a $3.485 billion credit facility to market, according to a source.

The facility consists of a $500 million revolver, a $2.035 billion covenant-light term loan B, a $600 million covenant-light euro term loan B and a $350 million covenant-light delayed-draw term loan, the source said.

Proceeds will be used to refinance existing debt and fund the purchase of ISTA Pharmaceuticals Inc. for $9.10 per share in cash, or a total of about $500 million.

Upon announcing the acquisition, the company had said that it received a commitment for a $350 million incremental term loan under its existing credit facility to fund the transaction.

Bausch lead banks

Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Credit Suisse Securities (USA) LLC, Goldman Sachs & Co. and Bank of America Merrill Lynch are leading Bausch & Lomb's credit facility.

Closing on the acquisition is expected in the second quarter, subject to regulatory approval and other customary conditions, including the approval of ISTA's shareholders.

Bausch & Lomb is a Rochester, N.Y.-based eye health company. ISTA is an Irvine, Calif.-based branded prescription eye care business.

MSCI coming soon

MSCI has set a bank meeting for Tuesday to launch a $700 million five-year credit facility that is comprised of a $100 million revolver and a $600 million term loan A, according to a market source, who said that price talk is not yet available.

Morgan Stanley MUFG Loan Partners LLC (acting through Morgan Stanley Senior Funding Inc. and The Bank of Tokyo Mitsubishi UFJ Ltd.) and J.P. Morgan Securities LLC are leading the deal.

Proceeds, along with $206 million of cash on hand, will be used to refinance an existing revolver and pay down up to $800 million of existing senior secured term loan B borrowings.

With the news, the company's term loan B was unchanged in trading at 99¾ bid, par ¼ offered, the source added.

MSCI is a New York-based provider of investment decision support tools, including indices, portfolio risk and performance analytics and corporate governance services.

Sophos readies deal

Sophos also joined this week's calendar, setting a bank meeting for 10 a.m. ET on Wednesday to launch a roughly $438 million credit facility (B2), according to a market source.

The facility consists of a $20 million five-year revolver, a €75 million five-year term loan A and a $320 million seven-year term loan B, with price talk still to be determined, the source said.

J.P Morgan Securities LLC and RBC Capital Markets LLC are the lead banks on the deal that will be used to refinance existing debt.

In response to the news, the company's term loan B dropped in trading to 99¾ bid, par ¼ offered from par ½ bid, 101 offered, a trader added.

Sophos is an IT security and data protection firm that has headquarters in Burlington, Mass., and Oxford, England.

Ineos loan emerges

Ineos Group scheduled a bank meeting for 1:30 p.m. ET on Thursday in New York to launch a $1.5 billion term loan B that will be used take out senior secured debt, according to a market source.

It is expected that the loan will be covenant-light and have a six-year maturity, the source said.

At the end of the first quarter, the company's net debt was about €6.2 billion, and net debt leverage was around 3.8 times.

Barclays Capital Inc., J.P. Morgan Securities LLC, Goldman Sachs & Co. and UBS Securities LLC are the lead banks on the deal.

Ineos is a Lyndhurst, England-based chemical company.

Wabash joins calendar

Wabash National set a Wednesday bank meeting for its proposed $300 million seven-year senior secured term loan that is being led by Morgan Stanley Senior Funding Inc. and Wells Fargo Securities LLC, according to a market source.

Proceeds, along with $150 million of convertible senior notes, will be used to fund the acquisition of Walker Group Holdings LLC for $360 million.

As was previously reported, the company received a commitment for a $450 million four-year senior secured bridge loan to back the proposed financing structure. This bridge loan had the ability to be replaced with debt, equity, equity-linked securities, a first-lien term B and/or a second-lien term loan.

Wabash amending, restating

In order to allow for the acquisition and financing, Wabash plans on amending and restating senior secured revolving credit facility, into a $150 million senior secured revolver.

As part of the transaction, the company will pay down $60.6 million of revolver drawings with surplus funds.

In case an amendment can't be obtained, the company has received a commitment from Morgan Stanley and Wells Fargo for a new five-year asset-based revolver to replace the existing facility.

Closing on the transaction is expected in the second quarter, subject to regulatory approval.

Wabash is a Lafayette, Ind.-based manufacturer of semi trailers. Walker is a New Lisbon, Wis.-based manufacturer of liquid-transportation systems and engineered products.

Schiff sets launch

Schiff Nutrition Group will be holding a bank meeting at 2 p.m. ET on Wednesday to launch a $200 million credit facility that actually closed on March 30 to fund the $150 million acquisition of Airborne Inc., according to a market source.

The facility consists of a $50 million five-year revolver priced at Libor plus 475 bps and a $150 million seven-year term loan priced at Libor plus 475 bps with a 1.25% Libor floor. Original issue discount talk is not yet out, the source said.

RBC Capital Markets is the lead arranger on the deal and a joint bookrunner with BMO Capital Markets.

Schiff is a Salt Lake City-based nutritional supplement company.

Physiotherapy well met

In other news, Physiotherapy Associates' $125 million credit facility (Ba2/BB-) is well oversubscribed, and books on the deal are now closed, according to a market source.

The facility consists of a $25 million five-year revolver and a $100 million six-year term loan B, with both tranches talked at Libor plus 500 bps with a 1.5% Libor floor and an original issue discount of 98.

Jefferies & Co., GE Capital Markets and RBC Capital Markets LLC are the lead banks on the deal that will be used, along with $210 million of senior notes, to fund the buyout of the company by Court Square Capital Partners from Water Street Healthcare Partners and Wind Point Partners.

Physiotherapy Associates is an Exton, Pa.-based provider of outpatient rehabilitation services.

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