Bombardier frees up; Nine, Tesoro, Apex, Bright Horizons, Michaels, Cole, Nuveen tweak deals

By Sara Rosenberg

New York, Jan. 23 - Bombardier Recreational Products' covenant-light term loan B made it way into the secondary market on Wednesday, with the debt seen actively trading above its original issue discount price.

Over in the primary, Nine Entertainment Group lowered pricing on its credit facility and revised the original issue discount on its term loan while also shortening the call protection, Tesoro Corp. trimmed its term loan pricing and firmed the offer price at the tight end of guidance, and Apex Tool Group reduced the coupon on its facility and revised the discount price on the term loan.

Also, Bright Horizons Family Solutions Inc. and Michaels Stores Inc. cut the spread on their term loans and added step-downs, Cole Haan LLC reverse flexed pricing on its term debt, increased the size of the loan and tightened the original issue discount, and Nuveen Investments added a pricing step-down to its loan.

In addition, J.G. Wentworth (Orchard Acquisition Co. LLC) and SESAC set guidance on their deals with launch, and WASH Multifamily Laundry Systems started circulating talk on its upcoming transaction.

Furthermore, Pharmaceutical Product Development LLC, Hamilton Sundstrand Industrial and Allison Transmission Inc. disclosed details on their repricing proposals, and Hawker Beechcraft Inc. (Beechcraft Holdings LLC) revealed timing on the launch of its exit financing credit facility.

Bombardier Recreational breaks

Bombardier Recreational Products' $1.05 billion six-year covenant-light term loan B (B1) freed up for trading on Wednesday afternoon, with levels quoted at 101 bid, 101½ offered and a good amount of volume seen in the debt, according to a trader.

Pricing on the loan is Libor plus 375 basis points, after flexing during syndication from Libor plus 400 bps. The loan has a 1.25% Libor floor and 101 soft call protection for one year and was sold at an original issue discount of 99.

The company had approached lenders with this term B late last year, but the deal was then pulled. Talk on that loan had been Libor plus 375 bps to 400 bps with a 1.25% Libor floor, an original issue discount of 99 and 101 soft call protection for one year.

RBC Capital Markets LLC and BMO Capital Markets Corp. are the joint lead arrangers on the deal and bookrunners with UBS Securities LLC and Bank of America Merrill Lynch.

Proceeds will refinance existing debt and fund a dividend payment.

Bombardier is a Valcourt, Quebec-based designer manufacturer, distributor and marketer of motorized recreational vehicles and powersports engines.

BWIC surfaces

Also in the secondary, a roughly $200 million loan Bid-Wanted-In-Competition was announced on Wednesday, with bids due at 11 a.m. ET on Friday, according to a trader.

The portfolio includes about 100 issuers.

Some of the larger pieces of debt being offered include Asurion LLC's term loan B, Cengage Learning Acquisitions Inc.'s non-extended term loan, Freescale Semiconductor Inc.'s extended term loan B, ServiceMaster Co.'s letter-of-credit facility and Smart Technologies Inc.'s term loan, the trader added.

Nine revises deal

Moving to the primary, Nine Entertainment trimmed pricing on its U.S. dollar equivalent A$700 million seven-year covenant-light term loan (Ba2/BB) to Libor plus 275 bps from Libor plus 325 bps, added a step-down to Libor plus 250 bps when leverage is less than 2 times, revised the original issue discount to 99¾ from 99½ and changed the 101 soft call protection to a term of six months instead of one year, according to a market source. The 1% Libor floor was unchanged.

In addition, the Australian diversified media and entertainment group lowered the coupon on its A$100 million revolver to Libor plus 275 bps from Libor plus 325 bps, while leaving the 50 bps unused fee intact. This tranche has no floor.

Recommitments are due at 5 p.m. ET on Thursday and closing and funding is targeted for on or before Feb. 6, the source added.

UBS Securities LLC, Deutsche Bank Securities Inc., Morgan Stanley Senior Funding Inc. and Nomura are leading the A$800 million senior secured deal that will be used to pay A$600 million cash consideration to previous senior and mezzanine lenders and Red Earth and for general corporate purposes.

Tesoro updates terms

Tesoro reduced the spread on its $500 million three-year term loan B (Ba1/BBB-) to Libor plus 225 bps from Libor plus 275 bps and finalized the offer price at par, the low end of the 99¾ to par talk, a source said.

The loan still has a ticking fee of half the drawn spread starting on March 1, stepping up to the full spread on May 1, and 101 soft call protection for one year.

Recommitments were due by 5 p.m. ET on Wednesday, the source added.

J.P. Morgan Securities LLC is the leading the deal that will be used with cash to fund the acquisition of BP's integrated Southern California refining and marketing business for $1.18 billion plus the value of inventory at the time of closing.

Closing is expected before the middle of the year, subject to regulatory approval.

Tesoro is a San Antonio-based refiner and marketer of petroleum products.

Apex reworked again

Apex Tool made a second change to pricing on its $835 million seven-year covenant-light term loan and $175 million five-year revolver, this time reducing the spread to Libor plus 325 bps from revised talk of Libor plus 350 bps, according to a market source. Earlier, pricing had been flexed from initial talk of Libor plus 400 bps to 425 bps.

Additionally, the original issue discount on the term loan was moved to 99½ from 99, the source said. The 1.25% Libor floor and 101 soft call protection for one year were left intact.

The revolver continues to be offered with a 100 bps upfront fee.

Recommitments for the $1.01 billion senior secured credit facility (B1/B) are due at 2 p.m. ET on Thursday with allocations targeted for the end of this week, the source remarked.

Apex lead banks

Barclays, Goldman Sachs & Co., Morgan Stanley Funding Inc., RBC Capital Markets LLC, Citigroup Global Markets Inc. and Deutsche Bank Securities Inc. are leading Apex Tool's credit facility.

Proceeds will help fund the buyout of the company by Bain Capital from Cooper Industries and Danaher Corp. for about $1.6 billion.

Closing is expected in the first half of this year, subject to customary conditions, including regulatory approvals.

Senior secured leverage is 3.6 times, and net total leverage is 5.4 times.

Apex Tool is a Sparks, Md.-based tool manufacturer.

Bright Horizons flexes

Bright Horizons Family Solutions lowered pricing on its $815 million seven-year covenant-light term loan to Libor plus 300 bps from talk of Libor plus 350 bps to 375 bps and added a step-down to Libor plus 275 bps when net secured leverage is 3.5 times, according to a market source. The 1% Libor floor and original issue discount of 99 were left intact.

The company's $915 million senior secured credit facility (B1/B+) also includes a $100 million five-year revolver.

Commitments were due on Wednesday.

Goldman Sachs & Co. and J.P. Morgan Securities LLC are the joint lead arrangers on the deal, and bookrunners with Barclays, Bank of America Merrill Lynch and Credit Suisse Securities (USA) LLC.

Proceeds from the credit facility, which is being done in connection with the company's initial public offering of common stock, will be used to refinance existing bank debt and notes.

Bright Horizons is a Watertown, Mass.-based leading provider of employer-sponsored child care, back-up care, early education, educational advisory services and other work/life services.

Michaels trims pricing

Michaels Stores changed pricing on its $1.64 billion seven-year covenant-light term loan B (B1/BB-) to Libor plus 275 bps from talk of Libor plus 300 bps to 325 bps, added a step-down to Libor plus 250 bps when net senior secured is below 1.5 times and revised the offer price to par from 993/4, a source said. The 1% Libor floor was left unchanged.

Furthermore, 18 month MFN sunset was removed from the loan, the source remarked.

Recommitments were due at 5 p.m. on Wednesday.

Deutsche Bank Securities Inc., Bank of America Merrill Lynch, Credit Suisse Securities (USA) LLC, Barclays, Morgan Stanley Senior Funding Inc., Goldman Sachs & Co., J.P. Morgan Securities LLC and Wells Fargo Securities LLC are leading the deal that will be used to refinance existing debt.

Michaels Stores is an Irving, Texas-based retailer of arts, crafts, framing, floral, wall decor and seasonal merchandise for the hobbyist and do-it-yourself home decorator.

Cole Haan reveals changes

Another company to come out with revisions was Cole Haan, as it upsized its seven-year covenant-light term loan (B2/B) to $290 million from $270 million, cut pricing to Libor plus 450 bps from talk of Libor plus 500 bps to 525 bps and moved the original issue discount to 99½ from 99, according to a market source. The tranche still has a 1.25% Libor floor and 101 soft call protection for one year.

The company's now $390 million credit facility also includes a $100 million asset-based revolver.

Jefferies & Co. is leading the deal that will be used with equity to fund the $570 million buyout of the company by Apax Partners from Nike Inc.

As a result of the term loan upsizing, the amount of equity being used was reduced, the source added.

Cole Haan, a New York-based designer and retailer of men's and women's footwear, apparel and accessories, expects its buyout to be completed early this year.

Nuveen adds step

Nuveen Investments' $2.57 billion term loan due May 13, 2017 is pricing at initial talk of Libor plus 500 bps with no Libor floor, but a step-down was added to Libor plus 475 bps when net senior secured leverage falls below 4 times, according to a market source.

The loan still has 101 soft call protection for one year.

Recommitments were due at 11:30 a.m. ET on Wednesday, the source remarked.

Proceeds will be used to take out the company's existing first-lien term loan debt that is priced at Libor plus 550 bps with no Libor floor.

Bank of America Merrill Lynch, Deutsche Bank Securities Inc., Citigroup Global Markets Inc., RBC Capital Markets LLC, Morgan Stanley Senior Funding Inc., UBS Securities LLC and Wells Fargo Securities LLC are the lead banks on the deal.

Nuveen is a Chicago-based provider of investment services to institutions as well as individual investors.

J.G. Wentworth sets talk

In more new deal happenings, J.G. Wentworth held a call on Wednesday to launch its credit facility, and with the event, talk on the $350 million five-year term loan B emerged at Libor plus 750 bps with a 1.5% Libor floor and an original issue discount of 97, a market source said.

The term loan is non-callable for one year, then at 103 in year two, 101½ in year three and par thereafter, the source said.

Jefferies is the sole arranger on the $370 million credit facility, which also includes a $20 million 41/2-year revolver.

Commitments are due at 2 p.m. ET on Friday.

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

J.G. Wentworth is Radnor, Pa.-based purchaser of deferred payments from illiquid financial assets, such as structured settlements and fixed annuities.

SESAC guidance

SESAC launched on Wednesday its $220 million six-year first-lien term loan with talk of Libor plus 525 bps to 550 bps with a 1.25% Libor floor, an original issue discount of 99 and 101 soft call protection for one year, according to a market source.

Also, the company's $105 million 61/2-year second-lien term loan was launched at Libor plus 925 bps to 950 bps with a 1.25% Libor floor, a discount of 98½ and call protection of 103 in year one, 102 in year two and 101 in year three, the source said.

Jefferies & Co. is leading the $340 million deal that also includes a $15 million five-year revolver.

Commitments are due on Feb. 4.

Proceeds from the credit facility and $284 million of equity back the already completed buyout of the company by Rizvi Traverse Management for $590.5 million.

Net first-lien leverage is 3.6 times and net second-lien leverage is 5.5 times, the source added.

SESAC is a Nashville, Tenn.-based performing rights organization that represents the interests of individual songwriters and publishers of music to ensure they are compensated for the public performance of their copyrighted material.

WASH floats talk

WASH Multifamily Laundry Systems went out with price talk of Libor plus 475 bps with a 1.25% Libor floor and an original issue discount of 99 on its credit facility that is set to launch with a bank meeting on Thursday, according to sources.

The facility includes a revolver and term loan that has 101 soft call protection for one year, sources said. Tranche sizes are still to be determined.

GE Capital Markets and Fifth Third Securities Inc. are the co-lead arrangers on the deal that will be used to refinance existing debt and fund an acquisition.

WASH is an El Segundo, Calif.-based provider of laundry facilities management services.

Pharmaceutical repricing

Pharmaceutical Product Development held its call at 3:30 p.m. ET on Wednesday, and a few hours before the call kicked off, lenders were told that the purpose of the event was to launch a repricing of its $1.455 billion first-lien covenant-light term loan due Dec. 5, 2018, according to a market source.

Under the proposal, the company is looking to take down pricing on the loan to Libor plus 350 bps with a 1% Libor floor from Libor plus 500 bps with a 1.25% Libor floor, the source said.

The repriced loan is being offered at par and includes 101 soft call protection for six months, and existing lenders will be paid off at 101 due to current call protection.

Lead bank, Credit Suisse Securities (USA) LLC, is asking for commitments by the close of business on Monday.

Pharmaceutical Product Development is a Wilmington, N.C.-based product development and management services provider to the pharmaceutical research industry.

Hamilton launches

Hamilton Sundstrand launched without any formal call a repricing of its $1.675 billion seven-year covenant-light term loan B to take the coupon down to Libor plus 300 bps from Libor plus 375 bps, and leave the 1.25% Libor floor unchanged, according to a market source.

Existing lenders will get paid out at 101.

Deutsche Bank Securities Inc. is the lead bank on the deal.

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

Allison proposal details

Allison Transmission Inc. launched to investors a repricing of its roughly $793 million term loan B-2 to Libor plus 300 bps from Libor plus 350 bps, according to a market source, who said the repriced loan will have 101 soft call protection for one year.

Commitments are due at 5 p.m. ET on Jan. 30, the source added.

Citigroup Global Markets Inc. is the lead bank on the deal.

No formal call was held to launch the transaction.

Allison is an Indianapolis-based automatic transmission company.

Hawker readies launch

Hawker Beechcraft set a bank meeting for 2:30 p.m. ET in New York on Thursday to launch its proposed $600 million senior secured exit financing credit facility, according to a market source.

The facility consists of a $225 million five-year ABL revolver and a $375 million seven-year term loan, with official price talk not yet available, the source remarked.

However, based on court documents, it is expected that term loan pricing will be Libor plus 400 bps if ratings are Ba3/BB-, Libor plus 475 bps if ratings are B1/B+, and Libor plus 500 bps if ratings are lower than B1/B+.

Also, revolver pricing is expected to range from Libor plus 175 bps to Libor plus 225 bps based on available credit, the court documents said.

J.P. Morgan Securities LLC is leading the deal that will be used to repay the company's $400 million debtor-in-possession facility, make settlement and cure payments, and for working capital and general corporate purposes.

Hawker Beechcraft is a Wichita, Kan.-based manufacturer of business, special mission, light attack and trainer aircraft.

Capital Safety closes

In other news, Capital Safety completed on Wednesday the repricing of its $421.8 million term loan B to Libor plus 325 bps with a 1.25% Libor floor from Libor plus 500 bps with a 1.25% Libor floor, according to a market source. The loan was offered at par and has 101 soft call protection for six months.

During syndication, the coupon on the repriced loan was reduced from talk of Libor plus 350 bps to 375 bps.

UBS Investment Bank, Morgan Stanley Senior Funding Inc., Mizuho Securities USA Inc. and KKR Capital Markets led the deal.

Capital Safety is a Red Wing, Minn.-based provider of fall protection, confined space and rescue equipment.

Windstream wraps

Windstream Corp. closed on its $1.345 billion seven-year term loan B-4 that was used to repay about $300 million of term loans due in July 2013 and about $1.045 billion of term loans due in December 2015, a news release said.

Pricing on the B-4 loan is Libor plus 275 bps with a 0.75% Libor floor, and it was sold at par. There is 101 soft call protection for one year.

Initially, the loan was launched with a size of $300 million and talk of Libor plus 275 bps with a 0.75% to 1% floor and a discount of 991/2. Then, the size was changed to talk of $1 billion to $1.345 billion, the floor firmed at the tight end of guidance, and the offer price was revised to talk of 99¾ to par, before firming at final terms.

Bank of America Merrill Lynch, Barclays, Wells Fargo Securities LLC, Goldman Sachs & Co., Deutsche Bank Securities Inc., Bank of Tokyo-Mitsubishi UFJ, Morgan Stanley Senior Funding Inc. and SunTrust Robinson Humphrey Inc. led the deal. J.P. Morgan Securities LLC is the agent.

Windstream, a Little Rock, Ark.-based provider of advanced network communications, including cloud computing and managed services, to businesses, expects to close on the loan by the end of January.

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