GWF Energy frees up; Pharmaceutical Research Associates, Vesta tweak structures, pricing

By Sara Rosenberg

New York, Nov. 27 - GWF Energy Holdings' credit facility made its way into the secondary market on Tuesday, with the term loan seen quoted above its original issue discount price.

Over in the primary, Pharmaceutical Research Associates Inc. (PRA) released changes to its credit facility, including downsizing its first-lien term loan and increasing pricing guidance on the both the first-and second-lien tranches.

Vesta Corp. also made a number of changes to its deal, widening coupon and original issue discount on its first-lien term loan, as well as sweetening call premiums on the tranche, and eliminating plans for a second-lien term loan.

In other primary happenings, Hamilton Sundstrand Industrial, RedPrairie (RP Crown Parent LLC), Sage Products Inc., Alliance Laundry Systems LLC, MedAssets Inc., BATS Global Markets Inc., Spansion Inc., U.S. Foodservice Inc. and Blue Buffalo Co. released talk with launch.

Furthermore, Citadel Plastics Holdings Inc. began circulating talk on its upcoming deal, and Greektown Superholdings Inc. and Sensata Technologies BV announced loan plans.

GWF hits secondary

GWF Energy, an affiliate of Highstar Capital, saw its credit facility free up for trading on Tuesday, with the $173.5 million six-year term loan quoted at 98 bid, 99 offered, according to a market source.

Pricing on the term loan is Libor plus 475 basis points with a 1.25% Libor floor, and it was sold at an original issue discount of 971/2. There is 101 soft call protection for one year.

During syndication, the spread on the term loan was increased from talk of Libor plus 425 bps to 450 bps and the discount widened from 99.

The company's $202.9 million senior secured credit facility (Ba2/BB) also includes a $5 million five-year revolver and a $24.4 million five-year letter-of-credit facility.

Barclays and Union Bank are the joint lead arrangers on the deal that will be used to help fund the acquisition of three gas fired power plants in California from Harbert Power.

Closing is expected on Dec. 11.

PRA revisions surface

Moving to the primary, Pharmaceutical Research Associates announced changes to pricing and size on its credit facility and is asking lenders to get their recommitments in by 5 p.m. ET on Thursday, according to a market source.

Under the new structure, the six-year first-lien term loan is sized at $335 million, down from $360 million, and price talk is Libor plus 500 bps to 525 bps, up from talk of Libor plus 400 bps to 425 bps, the source said. The 1.25% Libor floor, original issue discount of 99 and 101 soft call protection for one year were left intact.

Regarding the $135 million seven-year second-lien term loan, talk was lifted to Libor plus 900 bps to 925 bps from Libor plus 800 bps to 825 bps, and call protection was modified to 103 in year one, 102 in year two and 101 in year three, from 102 in year one and 101 in year two, the source remarked. The loan still has a 1.25% Libor floor and an original issue discount of 98.

PRA getting revolver

Pharmaceutical Research Associates' now $510 million senior secured credit facility also includes a $40 million five-year revolver with a 50 bps unused fee.

UBS Securities LLC, Wells Fargo Securities LLC and GE Capital Markets are leading the deal.

Proceeds will be used to refinance existing debt and fund a dividend, the size of which was reduced to $124 million from $149 million due to the first-lien term loan downsizing, the source continued.

Based off of Oct. 31 LTM EBITDA of $95.3 million, net first-lien leverage is 3 times and net total leverage is now 4.4 times, down from 5 times.

Pharmaceutical Research Associates is a Raleigh, N.C.-based clinical research organization.

Vesta reworks deal

Vesta revised its financing, raising pricing on its $200 million five-year first-lien term loan to Libor plus 700 bps from Libor plus 500 bps, moving the original issue discount to 98 from 99 and beefing up the soft call protection to 103 in year one, 102 in year two and 101 in year three, from just 101 for one year, according to a market source. The 1.25% Libor floor was left unchanged.

Also, the company decided to cancel its planned $95 million six-year second-lien term loan that was talked at Libor plus 925 bps with a 1.25% Libor floor and an original issue discount of 98, and included call protection of 103 in year one, 102 in year two and 101 in year three, the source said.

Under the original structure, the first-lien term loan was rated Ba3/B+ and the second-lien term loan was rated B3/CCC+. Ratings for the revised structure are still to be determined.

Lead bank, Credit Suisse Securities (USA) LLC, is asking for recommitments by 5 p.m. ET on Thursday, the source continued.

Vesta, an Atlanta-based provider of non-retail electronic payment solutions for the telecommunications industry, will use the term loan to fund a tender offer for existing shareholders.

Hamilton talk surfaces

In more primary news, Hamilton Sundstrand Industrial held its bank meeting during the session and its $1.55 billion seven-year covenant-light term loan B was launched with talk of Libor plus 400 bps to 425 bps with a 1.25% Libor floor and an original issue discount of 99, according to a market source.

The company's $1.85 billion senior secured credit facility (B1/B+) also includes a $300 million five-year revolver.

Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Morgan Stanley Senior Funding Inc., RBC Capital Markets LLC, UBS Securities LLC and Goldman Sachs & Co. are leading the deal that will help fund the company's $3.46 billion buyout by BC Partners and Carlyle Group from United Technologies Corp.

Hamilton plans notes

In addition to the credit facility, Hamilton Sundstrand plans on issuing $775 million of senior unsecured notes for the transaction that are backed by a commitment for a senior unsecured bridge loan priced at Libor plus 800 bps with a 1.25% Libor floor. Pricing on the bridge will step up by 50 bps every 90 days after closing, subject to a cap of 11¼% plus 25 bps on Nov. 23.

Also, equity will be used for the buyout.

Closing is expected in the fourth quarter, subject to regulatory approval and customary conditions.

Hamilton Sundstrand is a manufacturer of highly engineered, mission-critical pumps and compressors for the industrial, infrastructure and energy markets.

RedPrairie pricing

RedPrairie also held a bank meeting, launching its $1.45 billion six-year first-lien covenant-light term loan (B1) at Libor plus 475 bps with a 1.25% Libor floor, an original issue discount of 99 and 101 repricing protection for one year, a market source said.

The $650 million seven-year second-lien covenant-light term loan (Caa1), meanwhile, was launched at Libor plus 900 bps with a 1.25% Libor floor and a discount of 98, and includes call protection of 103 in year one, 102 in year two and 101 in year three.

By comparison, in filings with the Securities and Exchange Commission, the company said that expected first-lien loan pricing was Libor plus 425 bps with a 1.25% Libor floor and a discount of 99, and that expected second-lien pricing was Libor plus 850 bps with a 1.25% Libor floor and an original issue discount of 981/2.

The $2.2 billion senior secured deal also provides for a $100 million five-year revolver (B1).

RedPrairie buying JDA

Proceeds from RedPrairie's credit facility and up to $342 million of equity from New Mountain Capital will be used to fund the acquisition of JDA Software for $45 per share. The transaction has a total enterprise value of about $1.9 billion.

Credit Suisse Securities (USA) LLC, Bank of America Merrill Lynch, Goldman Sachs & Co., RBC Capital Markets and Morgan Stanley Senior Funding Inc. are the lead arrangers on the deal.

Closing is expected by year-end, subject to at least 79% of JDA's shares being tendered and clearance from antitrust regulatory authorities.

RedPrairie is an Alpharetta, Ga.-based provider of supply chain software services. JDA is a Scottsdale, Ariz.-based provider of supply chain management, merchandising and pricing solutions.

Sage releases guidance

Sage Products launched its $380 million seven-year first-lien term loan with talk of Libor plus 425 bps to 450 bps with a 1.25% Libor floor and an original issue discount of 99 at its Tuesday bank meeting, according to a market source.

Also, the company's $200 million 71/2-year second-lien term loan was launched at Libor plus 825 bps with a 1.25% Libor floor and an original issue discount of 97½ to 98, and includes call protection of 103 in year one, 102 in year two and 101 in year three, the source said.

The company's $640 million senior secured deal includes a $60 million five-year revolver too.

Lead banks, Barclays, Bank of America Merrill Lynch, Citigroup Global Markets Inc. and Deutsche Bank Securities Inc., are seeking commitments by 5 p.m. ET on Dec. 11.

Proceeds will be used to help fund the buyout of the company by Madison Dearborn Partners, which is expected to close by the end of the year.

Senior secured leverage is 4.3 times and total leverage is 6.5 times.

Sage is a Cary, Ill.-based healthcare products manufacturer specializing in skin hygiene products.

Alliance Laundry launches

Alliance Laundry launched with a call its $360 million six-year covenant-light first-lien term loan (B2/B) with price talk of Libor plus 450 bps with a 1.25% Libor floor and an original issue discount of 99, according to a market source. The loan has 101 soft call protection for one year.

Also, the company's $125 million seven-year covenant-light second-lien term loan (Caa2/CCC+) was presented with talk of Libor plus 850 bps with a 1.25% Libor floor and a discount of 98 to 981/2, the source said. This tranche has call protection of 103 in year one, 102 in year two and 101 in year three.

The $560 million credit facility includes a $75 million five-year revolver (B2/B) as well.

Commitments are due on Dec. 5, the source added.

Bank of America Merrill Lynch, BMO Capital Markets Corp., Morgan Stanley Senior Funding Inc., Scotia Capital (USA) Inc. and Fifth Third Securities Inc. are leading the deal that will refinance existing debt and fund a dividend.

Alliance Laundry is a Ripon, Mass.-based designer, manufacturer and marketer of commercial laundry equipment used in laundromats, multi-housing laundries and on-premise laundries.

MedAssets talk emerges

MedAssets held a call at 11 a.m. ET on Tuesday to kick off syndication on its credit facility, and shortly before the call started, price talk on the company's $350 million seven-year term loan B was disclosed, according to a market source.

The B loan is talked at Libor plus 300 bps to 325 bps with a 1.25% Libor floor and an original issue discount of 991/2, and includes 101 soft call protection for one year, the source said.

Also included in the company's $750 million credit facility is a $150 million five-year revolver and a $250 million five-year term loan A.

Commitments are due on Dec. 7, the source added.

J.P. Morgan Securities LLC and Barclays are leading the deal that will refinance an existing $150 million revolver due 2015 and $484 million term loan B due 2016.

MedAssets is an Alpharetta, Ga.-based provider of technology-enabled products and services designed to improve operating margins and cash flow for hospitals and health systems.

BATS holds meeting

BATS Global Markets held an afternoon bank meeting, launching its $300 million six-year first-lien term loan (B1/BB-) with talk of Libor plus 575 bps with a 1.25% Libor floor, an original issue discount of 98 and 101 soft call protection for one year, according to a market source.

Credit Suisse Securities (USA) LLC is the lead bank on the loan that amortizes at a rate of 10% per annum.

Proceeds will be used to fund a dividend to shareholders.

A second source remarked that BATS is a good example of the recent trend of companies making a "last ditch effort to get dividends before year-end," especially since BATS had a failed initial public offering in May, which left shareholders unable to cash out at that time.

BATS is a Lenexa, Kan.-based operator of securities markets.

Spansion comes to market

Spansion launched with a call a $269 million senior secured covenant-light credit facility that will be used to refinance existing bank debt, according to a market source.

The facility consists of a $50 million five-year revolver, and a $219 million six-year term loan that is talked at Libor plus 375 bps to 400 bps with a 1.25% Libor floor, an original issue discount of 99½ and 101 soft call protection for one year, the source said.

Commitments are due by 5 p.m. ET on Dec. 4.

Barclays and Morgan Stanley Senior Funding Inc. are leading the deal.

Senior secured leverage is 1.5 times and total leverage is 2.8 times.

Spansion is a Sunnyvale, Calif.-based semiconductor device company principally dedicated to designing, manufacturing, marketing, licensing and selling NOR Flash memory technology and solutions.

U.S. Foodservice OID

U.S. Foodservice announced with its lender call that its $350 million term loan due 2017 is being offered with an original issue discount of 98 for new investors and a 2% extension fee for existing 2014 lenders that extend their commitments, according to a market source.

As previously reported, pricing on the loan matches existing extended term loan pricing at Libor plus 425 bps with a 1.5% Libor floor.

Proceeds will be used to repay non-extended term loan debt due in 2014.

Citigroup Global Markets Inc., Deutsche Bank Securities Inc., BMO Capital Markets Corp., Goldman Sachs & Co., J.P. Morgan Securities LLC, KKR Capital Markets, Morgan Stanley Senior Funding Inc., Natixis and Wells Fargo Securities LLC are leading the deal.

U.S. Foodservice is a Columbia, Md.-based broadline foodservice distributor.

Blue Buffalo add-on

Blue Buffalo launched with a call a $50 million add-on term loan B that is priced in line with the existing term loan B at Libor plus 525 bps with a 1.25% Libor floor, and is being offered with an original issue discount of 991/2, a source said.

Proceeds will be used to fund a dividend.

With the add-on, the company is asking to amend its existing credit facility to allow for the dividend payment, and lenders are being offered a 12.5 bps consent fee, the source continued.

Commitments/consents are due on Dec. 4.

Citigroup Global Markets Inc. and Morgan Stanley Senior Funding Inc. are leading the deal for the Wilton, Conn.-based pet food company.

Citadel floats guidance

Citadel Plastics released price talk on its first-and second-lien term loans in preparation for its upcoming Thursday bank meeting, according to a market source.

The $172 million first-lien term loan is talked at Libor plus 450 bps to 475 bps with a 1.25% Libor floor, an original issue discount of 99 and 101 soft call protection for one year, the source said.

And, the $69 million second-lien term loan is talked at Libor plus 850 bps to 875 bps with a 1.25% Libor floor, a discount of 98 and call protection of 103 in year one, 102 in year two and 101 in year three, the source continued.

The company's GE Capital Markets-led $271 million credit facility also includes a $30 million revolver.

Proceeds will be used to refinance existing debt and to fund a dividend.

Citadel Plastics is a Chicago-based provider of thermoset and thermoplastic compounds.

Greektown plans refi

Greektown Superholdings set a bank meeting for 1:30 p.m. ET on Thursday to launch a $455 million credit facility that will be used to take out existing debt, according to a market source.

The facility consists of a $15 million revolver, a $15 million term loan A, a $325 million first-lien term loan B that has 101 soft call protection for one year and a $100 million second-lien term loan that has call protection of 103 in year one, 102 in year two and 101 in year three, the source said.

Bank of America Merrill Lynch, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and Jefferies & Co. are leading the deal.

Greektown operates through its subsidiaries, the Greektown Casino-Hotel, which is located in Detroit.

Sensata readies call

Sensata will host a call at 9:30 a.m. ET on Wednesday to launch a repricing of its $1,086,250,000 term loan from Libor plus 300 bps with a 1% Libor floor, according to a market source.

In addition, the company will ask for some technical amendments to its credit agreement, the source remarked.

Morgan Stanley Senior Funding Inc. and Barclays are leading the deal.

Sensata is an Attleboro, Mass.-based designer and manufacturer of sensors and controls.

Fleetpride closes

The purchase of FleetPride Inc. (FPC Holdings Inc.) by TPG Capital from Investcorp has been completed, according to a news release.

For the transaction, Fleetpride got a new $800 million credit facility consisting of a $175 million ABL revolver, a $425 million seven-year covenant-light first-lien term loan (B1/B) and a $200 million 71/2-year covenant-light second-lien term loan (Caa1/CCC+).

Pricing on the first-lien term loan is Libor plus 400 bps with a 1.25% Libor floor, and it was sold at an original issue discount of 99, and pricing on the second-lien term loan is Libor plus 800 bps with a 1.25% floor, and it was sold at a discount of 98.

The first-lien loan has 101 soft call protection for one year and the second-lien loan has call protection of 103 in year one, 102 in year two and 101 in year three.

Fleetpride lead banks

Deutsche Bank Securities Inc., Bank of America Merrill Lynch, RBC Capital Markets, Barclays and UBS Securities LLC led Fleetpride's credit facility.

During syndication, the revolver was upsized from $150 million, first-lien term loan pricing was increased from Libor plus 375 bps, the soft call was added to the first-lien loan, second-lien term loan pricing firmed at the wide end of the Libor plus 775 bps to 800 bps talk and the discount on the second-lien tranche widened from 981/2.

FleetPride is a Woodlands, Texas-based retailer of heavy-duty truck and trailer parts.

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