Federal-Mogul, Catalina, Aricent, Telx break; multiple primary deals undergo revisions

By Sara Rosenberg

New York, April 3 - Federal-Mogul Corp. and Catalina Marketing Corp. both came out with revisions on their credit facilities and then freed up for trading on Thursday, and Aricent Inc. and Telx Group Inc. hit the secondary as well.

In more happenings, Serena Software sweetened pricing, call premiums and amortization on its term loan, Intertrust Group BV updated tranche sizes and pricing, Fogo de Chao upsized its loan and firmed the offer price at the low end of guidance, and Pelican Products Inc. upsized its second-lien term loan and tightened spreads and discounts on its first- and second-lien debt.

Additionally, HUB International Ltd. set its term loan spread at the high end of talk and extended the call protection, Boyd Corp. flexed pricing higher on its term loan, Multi Packaging Solutions Inc./Chesapeake Services Ltd. modified the offer price on its incremental debt, and Rexam Healthcare moved up the commitment deadline on its credit facility.

Furthermore, Avago Technologies Ltd., SkillSoft Ltd., FTS International Inc., DSI Renal, US LBM and Potpourri Group Inc. announced price talk on their transactions, Energy Transfer Equity LP set original issue discount guidance on its tack-on loan, and Quad/Graphics Inc. surfaced with new deal plans.

Federal-Mogul tweaked

Federal-Mogul increased its four-year term loan B to $700 million from $500 million and set pricing at Libor plus 300 basis points, the low end of the Libor plus 300 bps to 325 bps talk, while keeping the 1% Libor floor and original issue discount of 99¾ intact, according to a market source.

Meanwhile, the seven-year term loan C was decreased to $1.9 billion from $2.1 billion and the spread firmed at Libor plus 375 bps, the wide end of the Libor plus 350 bps to 375 bps talk, the source said. The 1% Libor floor and a discount of 99½ were unchanged.

Both term loans have 101 soft call protection for one year, which was extended earlier from six months.

Federal-Mogul trades

With final terms in place, Federal-Mogul's debt emerged in the secondary on Thursday, with the term loan B quoted at 99 7/8 bid, par ¼ offered and the term loan C quoted at 99 5/8 bid, par offered, according to a market source.

Citigroup Global Markets Inc. (left on term B) and Credit Suisse Securities (USA) LLC (left on term C) are leading the $2.6 billion in covenant-light term loans (B1/B) that will be used to refinance existing term loans.

Federal-Mogul is a Southfield, Mich.-based supplier of powertrain and safety technologies.

Catalina reworks deal

Catalina Marketing raised its seven-year covenant-light first-lien term loan (B1/B+) to $1.05 billion from $1,035,000,000 and firmed the spread at Libor plus 350 bps, the tight end of the Libor plus 350 bps to 375 bps talk, according to a market source. The 1% Libor floor, original issue discount of 99½ and 101 soft call protection for six months were unchanged.

As for the $460 million eight-year covenant-light second-lien term loan (Caa1/CCC+), pricing was lowered to Libor plus 675 bps from talk of Libor plus 700 bps to 725 bps and the original issue discount was moved to 99¼ from 99, the source said. The 1% Libor floor and hard call protection of 102 in year one and 101 in year two remained intact.

In addition, the 12 months MFN sunset was removed from both term loans.

Catalina secondary levels

Recommitments for Catalina's credit facility were due at 1 p.m. ET on Thursday, and by late day the debt had broken for trading, with the first-lien term loan quoted at par bid, par ½ offered, and the second-lien term loan quoted at par bid, 101 offered, a trader said.

Along with term loans, Catalina's now $1.61 billion credit facility includes a $100 million five-year revolver (B1/B+).

J.P. Morgan Securities LLC (left on first-lien), Bank of America Merrill Lynch (left on second-lien), Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC and Morgan Stanley Senior Funding Inc. are leading the deal that will be used to help fund the purchase of majority control of the company by Berkshire Partners LLC from Hellman & Friedman LLC, although Hellman & Friedman will remain a significant investor.

Catalina is a St. Petersburg, Fla.-based provider of personalized digital media solutions for the CPG industry.

Aricent frees up

Aricent's credit facility also broke, with the $490 million seven-year first-lien term loan (Ba3/B+) quoted at par 1/8 bid, par 5/8 offered and the $200 million eight-year second-lien term loan (B3/CCC+) quoted at par bid, according to traders.

Pricing on the first-lien term loan is Libor plus 450 bps with a 1% Libor floor and it was sold at a discount of 991/4. There is 101 soft call protection for one year.

The second-lien loan is priced at Libor plus 850 bps with a 1% Libor floor and was sold at a discount of 99. This debt is non-callable for one year, then at 103 in year two, 102 in year three and 101 in year four.

During syndication, the first-lien term loan was upsized from $480 million and the discount tightened from 99, and the second-lien term loan was increased from $195 million.

Aricent refinancing

Proceeds from Aricents' term loans, along with a $75 million revolver (Ba3/B+), will be used to refinance existing debt.

Closing on the $765 million credit facility is expected to occur on April 14.

Citigroup Global Markets Inc. (left on first-lien) and Credit Suisse Securities (USA) LLC (left on second-lien) are leading the deal.

Aricent is a R&D services and software company.

Telx tops OIDs

Another deal to begin trading was Telx, with its $475 million six-year first-lien term loan B quoted at par ½ bid, 101 offered and its $160 million seven-year second-lien term loan quoted at par ¾ bid, 101¾ offered, a trader said.

Pricing on the first-lien term loan is Libor plus 350 bps with a 1% Libor floor and it was sold at a discount of 991/2. There is 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 650 bps with a 1% Libor floor and was sold at 99. This debt has hard call protection of 102 in year one and 101 in year two.

During syndication, the first-lien term loan was upsized from a revised amount of $450 million, but came in line with its initial size of $475 million, and pricing was cut from talk of Libor plus 375 bps to 400 bps, and the second-lien loan was downsized from $185 million and the spread was reduced from talk of Libor plus 675 bps to 700 bps.

Telx getting revolver

Telx's $745 million senior secured credit facility also includes a $110 million five-year revolver priced at Libor plus 325 bps with no Libor floor.

Pricing on the revolver was reduced from talk of Libor plus 350 bps to 375 bps during syndication.

Proceeds from the credit facility will be used to refinance an existing credit facility, redeem some mezzanine notes and fund a dividend distribution to equity holders - the amount of which was reduced by $25 million upon the earlier downsizing to the total amount of new term loan borrowings.

Morgan Stanley Senior Funding Inc., Deutsche Bank Securities Inc. and TD Securities (USA) LLC are the joint bookrunners on the deal and joint lead arrangers with RBC Capital Markets.

Closing is expected on April 9.

Telx is a New York-based provider of interconnection and co-location facilities.

Serena changes emerge

Back in the primary, Serena Software raised pricing on its $345 million six-year first-lien term loan to Libor plus 600 bps from Libor plus 550 bps, modified the the call protection of 102 in year one and 101 in year two to apply to all voluntary prepayments from being a soft call, and beefed up amortization to 5% in year one and 7.5% thereafter from just 5% per annum, a market source said.

As before, the term loan has a 1% Libor floor and an original issue discount of 99.

The company's $365 million credit facility (B2/B+) also includes a $20 million five-year revolver.

Recommitments are due at 3 p.m. ET on Friday, the source added.

Credit Suisse Securities (USA) LLC is leading the deal that will be used with equity to fund the purchase of the company by HGGC and Serena founder, Doug Troxel, from Silver Lake Partners.

The buyout of Serena, a San Mateo, Calif.-based provider of orchestrated application development and release management services, is subject to regulatory approvals and customary conditions.

Intertrust tranching

Intertrust Group came out with U.S. dollar and euro sizes on its first- and second-lien term loans, with the seven-year first-lien term loan B (B1/B) split between a €482 million tranche and a $138 million tranche, and the eight-year second-lien term loan (Caa2/CCC+) split between a €110 million tranche and a $200 million tranche, a market source said.

Previously, the term loan B was outlined as €582 million total and the second-lien term loan was described as having a total size of €255 million, with U.S. and euro splits to be determined.

Additionally, pricing on the term loan B was set at Euribor/Libor plus 425 bps, the low end of the Euribor/Libor plus 425 bps to 450 bps talk, and the offer price was changed to par from 993/4, the source said. The debt still has no floor.

Also, the original issue discount talk on the second-lien loan was modified to 99 to 991/2, from just 991/2, while pricing remained at Euribor/Libor plus 700 bps with a 1% floor, the source continued.

Intertrust recapitalizing

Proceeds from Intertrust's term loans will be used to refinance existing debt and fund a dividend.

U.S. commitments are due at 10 a.m. ET on Friday and euro commitments are due at 11 a.m. London time on Friday, the source added.

Deutsche Bank Securities Inc., Bank of America Merrill Lynch and Nomura are leading the deal.

Intertrust is an Amsterdam-based tax consultancy services provider.

Fogo de Chao modified

Fogo de Chao increased its term loan due July 2019 to roughly $225 million from roughly $205 million and finalized the offer price at par, the tight end of the 99¾ to par talk, according to a market source.

As before, pricing on the loan is Libor plus 400 bps with a 1% Libor floor, and there is 101 soft call protection for six months.

Recommitments were due at noon ET on Thursday.

J.P. Morgan Securities LLC is leading the deal that will be used to refinance existing debt, and, due to the upsizing, to pay down second-lien term loan borrowings, the source added.

Fogo de Chao is a Dallas-based steakhouse chain in the United States and Brazil.

Pelican sets revisions

Pelican Products raised its seven-year second-lien covenant-light term loan to $175 million from $160 million, cut pricing to Libor plus 825 bps from Libor plus 900 bps and moved the discount to 99¼ from 981/2, according to a market source.

Also, pricing on the $365 million six-year first-lien covenant-light term loan was trimmed to Libor plus 425 bps from Libor plus 500 bps and the discount was changed to 99½ from 99, the source said.

As before, both term loans have a 1% Libor floor, the first-lien term loan has 101 soft call protection for one year, and the second-lien term loan has call protection of 103 in year one, 102 in year two and 101 in year three.

The company's now $570 million credit facility also includes a $30 million revolver.

Pelican payout prices

In connection with Pelican Products' new credit facility, which will be used to refinance existing bank debt and fund a dividend, existing first-lien lenders will get repaid at 101 and existing second-lien lenders will get repaid at 102.

Credit Suisse Securities (USA) LLC and Morgan Stanley Senior Funding Inc. are leading the deal.

Recommitments are due at 5 p.m. ET on Friday, the source added.

Pelican Products is a Torrance, Calif.-based protective case and lighting equipment manufacturer.

HUB tweaks deal

HUB International firmed pricing on its $1,951,000,000 senior secured term loan due Oct. 2, 2020 at Libor plus 325 bps, the wide end of the Libor plus 300 bps to 325 bps talk, and pushed out the 101 soft call protection to one year from six months, according to a market source.

The term loan still has a 1% Libor floor and a par offer price.

Allocations are expected on Friday and closing is targeted for next week, the source added.

Of the total term loan amount, $90 million is an add-on that will be used to refinance revolver borrowings and the remainder is to reprice the existing term loan from Libor plus 375 bps with a 1% Libor floor.

Morgan Stanley Senior Funding Inc., Bank of America Merrill Lynch and RBC Capital Markets are the joint lead arrangers on the Chicago-based insurance brokerage's deal and joint bookrunners with BMO Capital Markets, Macquarie Capital and UBS Securities LLC.

Boyd lifts pricing

Boyd widened pricing on its $275 million covenant-light term loan to Libor plus 450 bps from talk of Libor plus 375 bps to 400 bps, and left the 1% Libor floor, original issue discount of 99½ and 101 soft call protection for six months unchanged, a source remarked.

The company's $310 million credit facility (B2/B) also includes a $35 million revolver.

Commitments continue to be due on Friday, the source added.

BNP Paribas Securities Corp. is leading the deal that will be used to refinance existing debt, fund an acquisition and pay a dividend.

Boyd is a Modesto, Calif.-based manufacturer and supplier of custom fabricated sealing and energy management components for OEMs.

Multi Packaging updates offer

Multi Packaging/Chesapeake Services tightened the offer price on its $50 million incremental term loan due Sept. 30, 2020 to par from 993/4, according to a market source.

Pricing on the incremental loan is Libor plus 325 bps with a 1% Libor floor and there is 101 soft call protection through Aug. 14, 2014, in line with the existing term loan.

Recommitments were due at noon ET on Thursday, the source said.

Barclays is leading the deal that will be used to fund contemplated acquisitions.

Multi Packaging/Chesapeake is a provider of value-added packaging services.

Rexam revises deadline

Rexam Healthcare accelerated the commitment deadline on its $620 million credit facility to 5 p.m. ET on Monday from Tuesday, according to a market source.

The facility consists of a $65 million revolver (B1/B), a $380 million seven-year first-lien covenant-light term loan (including $100 million euro equivalent) (B1/B) and a $175 million eight-year second-lien covenant-light term loan (Caa1/CCC+).

Talk on the first-lien term loan debt is Libor/Euribor plus 375 bps to 400 bps with a 1% floor, an original issue discount of 99 and 101 soft call protection for six months, and talk on the second-lien loan is Libor plus 775 bps to 800 bps with a 1% Libor floor, a discount of 98½ and call protection of 102 in year one and 101 in year two.

Rexam lead banks

Credit Suisse Securities (USA) LLC (left on first-lien), Morgan Stanley Senior Funding Inc. (left on second-lien), Barclays and HSBC Securities (USA) Inc. are leading Rexam Healthcare's credit facility.

Proceeds will be used to help fund the $805 million buyout of the company by Montagu Private Equity from Rexam plc.

Closing is expected by mid-year, subject to consultation with European works councils and regulatory approvals.

Rexam Healthcare is a manufacturer of plastic packaging for the health care industry.

Avago discloses talk

Also in the primary, Avago Technologies held its bank meeting on Thursday morning, and with the event, talk on its $4.6 billion seven-year term loan B was announced at Libor plus 325 bps with a 0.75% Libor floor and an original issue discount of 99, according to a market source. The debt has 101 soft call protection for six months.

Commitments for the company's $5.1 billion credit facility (Ba1/BBB-), which also includes a $500 million five-year revolver, are due on April 15, the source said.

Deutsche Bank Securities Inc., Barclays, Bank of America Merrill Lynch and Citigroup Global Markets Inc. are leading the deal that will be used with $1 billion of cash and a $1 billion investment by Silver Lake Partners in the form of 2% convertible notes to fund the purchase of LSI Corp. for $11.15 per share, or about $6.6 billion.

Closing is expected in the first half of this year, subject to regulatory and LSI stockholder approvals.

Avago is a Singapore-based designer, developer and supplier of analog semiconductor devices. LSI is a San Jose, Calif.-based designer of semiconductors and software.

SkillSoft terms emerge

SkillSoft set talk of Libor plus 325 bps to 350 bps with a 1% Libor floor, an original issue discount of 99½ and 101 soft call protection for six months on its $900 million seven-year covenant-light first-lien term loan (B1) that launched with an afternoon meeting, a source said.

Also, talk came out on the $485 million eight-year covenant-light second-lien term loan (Caa2) at Libor plus 650 bps to 675 bps with a 1% Libor floor, a discount of 99¼ and hard call protection of 102 in year one and 101 in year two, the source continued.

Commitments for the company's $1,485,000,000 senior secured credit facility, which also includes a $100 million five-year revolver (B1), are due on April 17.

SkillSoft being acquired

Proceeds from SkillSoft's credit facility will be used to help fund its buyout by Charterhouse Capital Partners LLP from Berkshire Partners, Advent International and Bain Capital and refinance existing debt.

Barclays, Deutsche Bank Securities Inc. and Morgan Stanley Senior Funding Inc. are leading the deal.

Closing is subject to customary conditions, including the expiration of the applicable waiting period under the Hart-Scott-Rodino Act.

SkillSoft is a Dublin, Ireland-based provider of cloud-based learning services.

FTS launches

FTS International released talk of Libor plus 500 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months on its $550 million covenant-light term loan B that launched with a morning meeting, sources said.

Commitments are due on April 10, sources added.

Wells Fargo Securities LLC, Bank of America Merrill Lynch and UBS Securities LLC are leading the deal that will be used to refinance an existing term loan.

FTS International is a Fort Worth, Texas-based provider of well completion services, including pressure pumping, wireline and water management, for the oil and gas industry.

DSI releases guidance

DSI Renal held its bank meeting in the morning, launching its $360 million seven-year first-lien term loan (B1) with talk of Libor plus 325 bps to 350 bps with a 1% Libor floor, an original issue discount of 99½ and 101 soft call protection for six months, according to a market source.

In addition, the $160 million 71/2-year second-lien term loan (Caa2) was launched with talk of Libor plus 675 bps to 700 bps with a 1% Libor floor, a discount of 99 and call protection of 102 in year one and 101 in year two, the source said.

The company's $560 million credit facility also includes a $40 million five-year revolver (B1).

Commitments are due on April 17, the source added.

RBC Capital Markets, Barclays and GE Capital Markets are leading the deal that will be used by the Nashville, Tenn.-based provider of dialysis services to refinance existing debt.

US LBM pricing revealed

US LBM set talk of Libor plus 500 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months on its $150 million six-year first-lien term loan that launched with a bank meeting in the afternoon, according to a market source.

Commitments are due on April 17.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to repay ABL borrowings and fund the acquisition of Desert Lumber.

US LBM is a Green Bay, Wis.-based owner of building material distribution businesses.

Potpourri holds meeting

Potpourri Group held its afternoon bank meeting, launching its $188 million credit facility with talk of Libor plus 450 bps with a 1% Libor floor and an original issue discount of 991/2, according to a market source.

The facility consists of a $25 million five-year revolver and a $163 million six-year term loan.

GE Capital Markets is leading the deal that will be used to refinance existing senior and junior debt, and fund a preferred dividend.

Pro forma net senior/total leverage will be 4 times.

Potpourri is a North Billerica, Mass.-based multi-title catalog company offering products in home decor, casual apparel, gifts and unique accessories.

Energy Transfer OID

Energy Transfer Equity came out with original issue discount talk of 99 on its fungible $400 million first-lien tack-on term loan due December 2019 a few hours before an afternoon call was held to launch the deal, a market source said.

As previously reported, the tack-on loan is priced at Libor plus 250 bps with a 0.75% Libor floor and has 101 soft call protection through June 2014, like the existing term loan.

Commitments are due on April 10.

Credit Suisse Securities (USA) LLC is the left lead on the deal that will be used to repay revolver debt and for general corporate purposes.

Energy Transfer is a Dallas-based midstream oil and gas company.

Quad/Graphics on deck

Quad/Graphics set a bank meeting for Monday to launch a $1.6 billion credit facility, according to a market source.

The facility consists of an $850 million five-year revolver, a $450 million five-year term loan A and a $300 million seven-year term loan B, the source said.

J.P. Morgan Securities LLC is leading the deal that will be used to refinance existing debt.

Quad/Graphics is a Sussex, Wis.-based printer and media channel integrator.

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