SI Organization, Sheridan break; Harrah's seesaws; Atlantic Broadband, Ascend tweak deals

By Sara Rosenberg

New York, Nov. 19 - SI Organization and Sheridan Holdings Inc. freed up for trading on Friday, with both companies' term loans quoted above their original issue discount price, and Harrah's Entertainment Inc.'s loans bounced around after the company canceled its initial public offering plans.

Over in the primary market, Atlantic Broadband Finance LLC came out with some issuer-friendly changes to its term loan B, including flexing pricing lower and tightening the original issue discount, and Ascend Learning downsized its deal.

Also, Bresnan Communications released price talk as it was presented to lenders, Vonage Holdings Corp. revealed that there will be some call protection on its term loan that was also launched during the session, and Mirion Technologies Inc. is getting ready to bring a new deal to market.

Furthermore, Green Mountain Coffee Roasters Inc.'s credit facility has gone really well in terms of syndication, with the term loan B and the pro rata bank side well oversubscribed, and firm pricing details are expected to emerge in the new few days.

SI Organization trading

SI Organization's credit facility hit the secondary market on Friday, with the $300 million six-year term loan quoted by traders at par ½ bid, 101 offered on the break and then it moved up to par ¾ bid, 101¼ offered.

Pricing on the term loan is Libor plus 400 basis points with a 1.75% Libor floor, and it was sold at an original issue discount of 99. There is 101 soft call protection for one year.

During syndication, pricing on the term loan was reduced from Libor plus 450 bps, the original issue discount was tightened from 98½ and the soft call protection was added.

The company's $340 million credit facility also includes a $40 million five-year revolver (Ba3/B+).

SI being acquired

Proceeds from SI Organization's credit facility will be used to help fund Veritas Capital's acquisition of Lockheed Martin Corp.'s Enterprise Integration Group for $815 million.

The Enterprise Integration Group, which will be named SI Organization, is a Valley Forge, Pa.-based provider of mission-critical systems engineering and integration services and modeling, simulation, analysis and risk mitigation services to the U.S. intelligence community.

JPMorgan, Bank of America and Credit Suisse are the lead banks on the credit facility, with JPMorgan the left lead.

Sheridan frees up

Also breaking for trading was Sheridan Holdings' $90 million incremental first-lien term loan, with levels quoted at 96 bid, 97 offered, according to a source.

Pricing on the term loan is Libor plus 375 bps with no Libor floor, and it was sold at an original issue discount of 95.

During syndication, the loan was downsized from $160 million, pricing was increased from Libor plus 350 bps and the discount was moved from 931/2.

Credit Suisse and Jefferies are the lead banks on the deal that will be used to fund acquisitions and to repay revolver borrowings. The change in the term loan size came about since the company is acquiring fewer assets than originally planned.

Sheridan is a Sunrise, Fla.-based provider of physician services to hospitals and ambulatory surgical facilities.

Harrah's rollercoaster ride

Harrah's Entertainment's term loans were all over the place on Friday after the company announced that it is "not pursuing its initial public offering of common stock at this time due to market conditions," according to traders.

One trader had the term loan B-1 and B-3 quoted at 87 5/8 bid, 88 1/8 offered in the afternoon, after hitting a low of 86½ bid, 87½ offered in the morning. On Thursday, the trader saw the loans go out at 87½ bid, 88 offered.

A second trader was also quoting the B-1 and B-3 at 87 5/8 bid 88 1/8 offered, but he said it was unchanged on the day and had rebounded from lows of 86¾ bid, 87½ offered in the morning.

Harrah's B-2 bounces too

Harrah's term loan B-2 also saw a bit of movement in trading with the debt quoted by the first trader at 87¾ bid, 88¼ offered in the afternoon, after hitting lows of 86¾ bid, 87¾ offered in the morning. This paper ended Thursday at 87 5/8 bid, 88 1/8 offered, he said.

The second trader was quoting the B-2 at 87 7/8 bid, 88 3/8 offered, flat on the day after coming back from morning lows of 87 bid, 87 ¾ offered.

The first trader explained that the debt traded down initially because of the IPO news, but once it weakened so much, some people saw it as an opportune time to buy, which pushed levels back up.

Harrah's is a Las Vegas-based provider of branded casino entertainment.

Atlantic Broadband pricing

Moving to the primary, Atlantic Broadband reduced pricing and the original issue discount on its $575 million five-year term loan B to a level that one source said is "pretty aggressive" as the tranche was described by a second source as being "vastly oversubscribed."

Under the changes, pricing on the term loan B is now set at Libor plus 350 bps, down from Libor plus 400 bps, and the original issue discount was moved to 99½ from 99, source said, adding that the 1.5% Libor floor was left intact.

Recommitments were due from lenders on Friday.

Under the original timeline, commitments towards the term loan B were supposed to be due on Friday, but that deadline had been accelerated to Thursday because of the overwhelming demand. The pricing revisions were then announced on Friday morning.

Atlantic Broadband revolver

Atlantic Broadband's $600 million senior secured credit facility (Ba3/B+) also includes a $25 million four-year revolver.

The facility has a springing maturity 120 days prior to the maturity of the company's 9 3/8% senior subordinated notes due 2014 if the notes are not refinanced by that date.

Credit Suisse and SunTrust are the lead banks on the deal that will be used to replace an existing $40 million revolver due in 2012 and a $436.5 million term loan due in 2013, to fund a $110 million cash dividend payment and to pay $39 million to redeem preferred stock.

Atlantic Broadband is a Quincy, Mass.-based cable provider.

Ascend Learning trims size

Also coming out with modifications on Friday was Ascend Learning, as it downsized its first-lien term loan B (B1) to $250 million from $260 million and its second-lien term loan (Caa1) to $75 million from $100 million, according to a market source.

Price talk on the term loans was left unchanged for now, with the first-lien talked at Libor plus 475 bps with a 1.5% Libor floor and an original issue discount of 981/2, and the second-lien talked at Libor plus 850 bps to 900 bps with a 1.5% Libor floor and an original issue discount of 98.

Call protection on the second-lien term loan is 103 in year one, 102 in year two and 101 in year three.

Ascend dividend recap

Proceeds from Ascend Learning's credit facility will be used to refinance existing debt and replace some equity with debt.

Bank of America, GE Capital and Barclays are the lead banks on the deal, with Bank of America the left lead.

The now $365 million, down from $400 million, credit facility still includes a $40 million revolver (B1).

Ascend Learning is a Stilwell, Kan.-based provider of technology-based learning services focused on student training and testing results in health care and other vocational fields.

Bresnan talk surfaces

Bresnan held a bank meeting on Friday to kick off syndication on its credit facility that will be used to help fund its $1.365 billion acquisition by Cablevision Systems Corp., and in connection with the launch, price talk was announced, according to a market source.

The company's $765 million term loan is being talked at Libor plus 350 bps with a 1.5% Libor floor and an original issue discount of 981/2, the source said.

The $840 million credit facility also includes a $75 million revolver.

Citigroup, Bank of America, Barclays, Credit Suisse and UBS are the lead banks on the deal, with Citigroup the left lead.

Bresnan selling notes

Other funding for Cablevision's acquisition of Bresnan will come from $250 million of senior unsecured notes and an equity investment by Cablevision of less than $400 million.

The debt financing is being obtained by a newly formed, unrestricted subsidiary of Cablevision so that it is non-recourse to Cablevision or its CSC subsidiary.

Closing on the acquisition is expected to occur by year-end.

Bresnan is a Purchase, N.Y.-based broadband telecommunications company. Cablevision is a Bethpage, N.Y.-based telecommunications, media and entertainment company.

Vonage has soft call

Vonage's $200 million senior secured term loan (B2/BB-) that launched with a bank meeting on Friday at 10 a.m. ET at the Le Parker Meridien in New York is being offered with 101 soft call protection for one year, according to a market source.

As was previously reported, the loan is being talked at Libor plus 750 bps with a 1.75% Libor floor and an original issue discount of 97 to 98.

Amortization on the Holmdel, N.J.-based communications company's term loan is 10% per year.

Bank of America, Deutsche Bank and Citigroup are the lead banks on the deal that will be used, along with cash on hand, to refinance existing term loans totaling $194 million.

Following completion of the refinancing, which is expected by Dec. 31, the company expects total leverage at or below 1.5 times debt to EBITDA and net debt at around 1.1 times.

Vonage refinancing plans

To enact the refinancing, Vonage will exercise its right to retire the first-lien debt under the make-whole provisions of the credit agreement and retire the second-lien debt at a discount of more than 25% to the contractual make-whole amount.

As of Oct. 31, the principal amount of the first-lien loans was $99.5 million, accrued interest was $3.9 million and the required make-whole payment was $20.6 million. The principal amount of the second-lien loans was $89.7 million as of Aug. 30, plus a payment of $72.8 million.

Meanwhile, the company's third-lien notes will be converted into 8.3 million shares of its common stock. In addition, the third-lien noteholders will receive a cash payment of $2.2 million plus accrued interest of $1.1 million.

Mirion readies deal

Mirion Technologies is set to hold a bank meeting on Monday to launch its proposed $205 million of term loans that are being led by Credit Suisse and will be used to refinance existing debt, according to a market source.

The debt consists of a $145 million first-lien term loan talked at Libor plus 475 bps with a 1.75% Libor floor and an original issue discount of 981/2, and a $60 million second-lien term loan talked at Libor plus 900 bps with a 1.75% Libor floor and an original issue discount of 98, the source said.

And, the second-lien term loan is non-callable for one year, with call protection in following years that is still to be determined, the source added.

Mirion is a San Ramon, Calif.-based provider of products to detect, monitor and identify radiation.

Green Mountain well-received

Green Mountain Coffee Roasters' $1.45 billion senior secured credit facility (Ba3/B+) has reached strong oversubscription levels with final structural details expected to be released during the week of Nov. 22, according to a market source.

As launched, the facility consists of a $650 million five-year revolver talked at Libor plus 350 bps, a $250 million five-year term loan A talked at Libor plus 350 bps and a $550 million six-year term loan B is talked at Libor plus 400 bps to 425 bps.

The term loan B is also being talked with a 1.75% Libor floor, an original issue discount of 98½ to 99 and 101 soft call protection for one year.

Prior to launch, the term loan B was upsized from $350 million and the revolver was downsized from $750 million, resulting in a $100 million increase to the overall deal size.

Green Mountain lead banks

Bank of America and SunTrust are the lead banks on Green Mountain Coffee Roasters' credit facility that will be used to help fund the acquisition of LJVH Holdings Inc. (Van Houtte) and refinance existing debt.

Green Mountain is buying Van Houtte, a Montreal-based gourmet coffee brand, from Littlejohn & Co. LLC for about $890 million.

The transaction is expected to close by the end of the year, subject to customary conditions, including certain regulatory approvals.

Green Mountain is a Waterbury, Vt.-based specialty coffee company.

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