Applied Systems breaks; Univision, Sophos, PSAV, Mitel, Endeavour, SeaStar revise deals

By Sara Rosenberg

New York, Jan. 15 - Applied Systems Inc.'s credit facility freed up for trading on Wednesday with the first- and second-lien term loans seen above their original issue discount prices, and Epicor Software Corp. levels emerged in the secondary market.

Over in the primary, Univision Communications Inc. increased its term loan C-4 size, Sophos Ltd. (Shield Finance Co. Sarl) downsized its U.S. term loan as a euro tranche was added, flexed the spread lower on the U.S. debt and tightened the offer price, and PSAV Presentation Services reduced talk on its B loan and modified the discount.

Also, Mitel Networks Corp. trimmed the coupon on its term loan and set the discount at the low end of guidance, Endeavour International Holding raised pricing on its term loans, SeaStar Solutions upsized its term loan B and revised the spread and offer price, and Ply Gem Industries Inc. and BATS Global Markets Inc. moved up the commitment deadlines on their loans.

In addition, Ascend Learning set talk with launch, NewPage Corp. revealed asset-based revolver details, and Sleepy's Intermediate LLC, Bob's Discount Furniture Inc. and VWR Funding Inc. joined the near-term calendar.

Applied Systems frees up

Applied Systems credit facility broke for trading on Wednesday, with the $700 million seven-year first-lien covenant light term loan (B1/B+) quoted at par ¾ bid, 101¼ offered and the $395 million eight-year second-lien covenant-light term loan (Caa2/CCC+) quoted at 101 bid, 102 offered, according to a trader.

Pricing on the first-lien term loan is Libor plus 325 basis points with a step-down to Libor plus 300 bps at 4.25 times first-lien leverage. There is a 1% Libor floor and 101 soft call protection for six months, and the debt was sold at an original issue discount of 993/4.

The second-lien term loan is priced at Libor plus 650 bps with a 1% Libor floor and was sold at a discount of 991/4. This tranche has call protection of 102 in year one and 101 in year two.

During syndication, the first-lien term loan was upsized from $675 million, pricing was cut from talk of Libor plus 350 bps to 375 bps, the step-down was added and the discount was tightened from 99, and the second-lien loan was increased from $375 million, the spread was lowered from talk of Libor plus 725 bps to 750 bps and the discount was modified from 99.

Applied Systems being bought

Proceeds from Applied Systems' $1,145,000,000 credit facility, which also includes a $50 million revolver (B1/B+), will be used to help fund its $1.8 billion buyout by Hellman & Friedman LLC from Bain Capital.

The amount of the revolver draw and the sponsor equity contribution being used for the buyout was reduced due to the recent term loan upsizings.

Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. Jefferies Finance LLC and UBS Securities LLC are leading the deal.

Applied Systems is a University Park, Ill.-based provider of software for the insurance industry.

Epicor above par

Epicor Software saw levels of par ¼ bid, par ¾ offered surface on its roughly $840 million term loan due May 16, 2018, according to a trader.

Pricing on the loan is Libor plus 300 bps with a 1% Libor floor and it was issued at par. There is 101 soft call protection for six months.

Earlier in the week, the offer price on the loan firmed at the tight end of the 99¾ to par talk.

Bank of America Merrill Lynch is leading the deal that is being used to reprice the company's existing term loan from Libor plus 325 bps with a 1.25% Libor floor.

Epicor is a Dublin, Calif.-based provider of enterprise business software services.

Univision upsizes

Switching to the primary, Univision raised its term loan C-4 (B+/B+) to $3,377,000,000 from $1.5 billion, and kept pricing at Libor plus 300 bps with a 1% Libor floor and a par offer price, according to a market source. The loan still has 101 soft call protection for six months.

Proceeds will be used to reprice all of the company's existing term loan C-1 and term loan C-2 debt from Libor plus 325 bps with a 1.25% Libor floor, instead of just some of the debt, the source said.

Deutsche Bank Securities Inc., Bank of America Merrill Lynch, Barclays, Credit Suisse Securities (USA) LLC, Wells Fargo Securities LLC, J.P. Morgan Securities LLC, Natixis and Mizuho are leading the deal that is expected to allocate later this week.

Univision is a Los Angeles-based Spanish-language media company.

Sophos reworked

Sophos downsized its U.S. seven-year covenant-light term loan to $310 million from $400 million, trimmed pricing to Libor plus 400 bps from Libor plus 450 bps and revised the original issue discount to 99½ from 99, a market source said. The 1% Libor floor and 101 soft call protection for six months were unchanged.

Furthermore, the company added a €75 million seven-year covenant-light term loan to its capital structure that is talked at Euribor plus 425 bps with a 1% floor and a discount of 991/2, the source continued.

Recommitments are due on Thursday, changed from an original commitment deadline of Jan. 23. Allocations are targeted for Friday.

Deutsche Bank Securities Inc. is leading the deal (B) that will be used to refinance an existing term loan, and due to the roughly $10 million of addition debt raised through the revised structure, to add cash to the balance sheet, the source added.

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

PSAV tweaks loan

PSAV Presentation Services cut talk on its $505 million term loan B (B1) to Libor plus 350 bps to 375 bps from talk of Libor plus 375 bps to 400 bps and changed the discount to 99½ from 99, according to a market source.

The 1% Libor floor and 101 soft call protection for six months on the B loan was unchanged.

Commitments are due at 2 p.m. ET on Friday, the source remarked.

Goldman Sachs Bank USA, Barclays, Morgan Stanley Senior Funding Inc. and Macquarie Capital are leading the deal that will be used to help fund the purchase of the company by Goldman Sachs from Kelso & Co.

In addition to the first-lien loan, the company is getting a $180 million second-lien loan (Caa1) that has already been sold.

PSAV is a Long Beach, Calif.-based provider of audio visual equipment and event technology support to the hotel, conference and event industry.

Mitel updates pricing

Mitel Networks lowered pricing on its $355 million six-year term loan to Libor plus 425 bps from talk of Libor plus 475 bps to 500 bps and set the original issue discount at 991/2, the tight end of the 99 to 99½ talk, according to a market source.

As before, the term loan has a 1% Libor floor and 101 soft call protection for six months.

The company's $405 million senior secured credit facility (Ba3/B+) also includes a $50 million five-year revolver.

Recommitments are due at noon ET on Thursday and allocatiosns are expected next week, the source added.

Jefferies Finance LLC and TD Securities (USA) LLC are leading the deal.

Mitel buying Aastra

Proceeds from Mitel's credit facility will be used to help fund the acquisition of Aastra Technologies Ltd. for $6.52 in cash plus 3.6 Mitel common shares per each Aastra common share and to refinance an existing credit facility. Aastra shareholders will own around 43% of the combined company.

Closing is targeted for this quarter, subject to Aastra shareholder approval, court approval, compliance with the Investment Canada Act and other customary conditions.

Mitel is a Kanata, Ont.-based provider of cloud- and premises-based unified communications software solutions. Aastra is a Concord, Ont.-based enterprise communications company.

Endeavour flexes

Endeavour International lifted pricing on its $255 million of senior secured term loans due Nov. 30, 2017 to Libor plus 750 bps from Libor plus 600 bps, while keeping the 1.25% Libor floor and original issue discount of 98½ intact, according to a market source.

The debt, which is being sold as a strip, includes a $125 million term loan that is collateral for letters of credit and a $130 million term loan that is a procurement facility.

The loans are still non-callable for one year, then at par, except for $98 million of the procurement facility, which can be called at par for six months.

Commitments are due at 5 p.m. ET on Tuesday.

Credit Suisse Securities (USA) LLC is leading the deal that will be used by the Houston-based oil and gas exploration and production company to refinance existing debt and for general corporate purposes.

SeaStar discloses changes

SeaStar Solutions upsized its seven-year term loan B to $210 million from $200 million, decreased pricing to Libor plus 425 bps from talk of Libor plus 450 bps to 475 bps, moved the discount to 99½ from 99 and modified the amortization to 2.5% per annum from 2.5% in years one and two, and 5% thereafter, according to a market source.

The B loan still has a 1% Libor floor and 101 soft call protection for six months.

The company's now $235 million credit facility (B2/B) also includes a $25 million revolver.

Commitments are due at noon ET on Thursday, revised from Jan. 22.

RBC Capital Markets and GE Capital Markets are leading the deal that will be used to help fund the buyout of the company by American Securities. The equity component was reduced with the term loan upsizing, the source added.

SeaStar is a manufacturer and distributor of marine steering and control systems and engine and drive parts.

Ply Gem revises deadline

Ply Gem modified the commitment deadline on its $380 million seven-year first-lien covenant-light term loan (B2/B+) to 2 p.m. ET on Friday from Jan. 23, according to a market source.

The term loan is talked at Libor plus 350 bps with a 1% Libor floor, an original issue discount of 99½ and 101 soft call protection for six months.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to help fund the redemption of $756 million of 8¼% senior secured notes due 2018 and $96 million 9 3/8% senior notes due 2017.

Other funds for the notes buyback will come from new $550 million senior unsecured notes due 2022.

Ply Gem is a Cary, N.C.-based manufacturer of exterior building products.

BATS shutting early

BATS Global Markets accelerated the commitment deadline on its $550 million credit facility (B1/BB-) to noon ET on Friday from Jan. 22, according to a market source.

The facility consists of a $100 million three-year revolver, and a $450 million six-year term loan B talked at Libor plus 425 bps with a 1% Libor floor, a discount of 99 and 101 soft call protection for six months.

Bank of America Merrill Lynch, J.P. Morgan Securities LLC and Credit Suisse Securities (USA) LLC are leading the deal that will be used to refinance existing debt, to fund a distribution to BATS shareholders and for general corporate purposes.

The credit facility is contingent on the completion of the company's merger with Direct Edge Holdings LLC, which is expected to close in the first half of this year.

BATS is a Kansas City, Mo.-based operator of securities markets. Direct Edge is a Jersey City, N.J.-based stock exchange operator.

Ascend Learning reveals talk

Also on the primary front, Ascend Learning launched on Wednesday its $405 million 51/2-year term loan with talk of Libor plus 550 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for one year, according to a market source.

The company's $445 million credit facility (B3) also includes a $40 million five-year revolver.

Commitments are due on Jan. 24.

Bank of America Merrill Lynch and GE Capital Markets are leading the deal that will be used to refinance existing debt.

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

NewPage launches revolver

NewPage launched a $350 million five-year asset-based revolver, in addition to its previously announced $750 million seven-year first-lien term loan, at its morning bank meeting, according to an 8-K filed with the Securities and Exchange Commission.

The revolver is talked at Libor plus 200 bps with a 50 bps unused fee, the filing said. After three months from closing, pricing on the revolver can range from Libor plus 175 bps to 225 bps based on availability and the unused fee can range from 37.5 bps to 50 bps based on utilization.

Meanwhile, talk on the term loan came out prior to launch at Libor plus 750 bps to 775 bps with a 1.25% Libor floor, an original issue discount of 99 and call protection of 103 in year one, 102 in year two and 101 in year three. There is a provision that allows for the loan to be called at par for 30 days if the merger agreement with Verso Paper Corp. is terminated.

Commitments are due on Jan. 29.

NewPage lead banks

Credit Suisse Securities (USA) LLC, Barclays, UBS Securities LLC and BMO Capital Markets are leading NewPage's $1.1 billion senior secured credit facility, with Credit Suisse left on the term loan and Barclays left on the revolver.

Proceeds will be used to refinance NewPage's existing $495 million term loan, replace an existing $350 million ABL facility and fund a dividend as part of its acquisition by Verso.

Under the agreement, NewPage's equity holders will receive the $250 million cash dividend, $650 million of new Verso first-lien notes to be issued at closing and shares of Verso common stock representing 20% of the outstanding shares as of immediately prior to closing.

Closing on the credit facility is targeted for the week of Feb. 3. Closing on the acquisition is expected in the second half of the year, subject to regulatory approvals and the completion of Verso's exchange offers for its notes.

Pro forma for the proposed financing, net leverage is 2.7 times 2013E adjusted EBITDA.

NewPage is a Miamisburg, Ohio-based producer of printing and specialty papers. Verso is a Memphis, Tenn.-based producer of coated papers.

Sleepy's repricing

Sleepy's set a call for 11:30 a.m. ET on Thursday to launch a repricing of its $167,025,000 first-lien term loan due March 30, 2019 to Libor plus 400 bps with a 1% Libor floor from Libor plus 450 bps with a 1.25% Libor floor, a market source said.

The repriced loan is being offered at par and has 101 soft call protection for six months.

Credit Suisse Securities (USA) LLC is leading the deal for which commitments are due on Jan. 24.

With the news, the company's term loan was unchanged in the secondary market at par ¼ bid, the source added.

Sleepy's is a Hicksville, N.Y.-based specialty mattress retailer.

Bob's on deck

Bob's Discount Furniture scheduled a bank meeting for 1 p.m. ET on Tuesday to launch a $300 million senior secured credit facility, according to a market source.

The facility consists of a $40 million asset-based revolver, a $180 million first-lien term loan and an $80 million second-lien term loan, the source said.

As previously reported, RBC Capital Markets and UBS Securities LLC are leading the deal that will be used to help fund the buyout of the company by Bain Capital.

Management will continue to own a significant stake in the company at closing, which is expected this quarter.

Bob's is a Manchester, Conn.-based retailer of furniture and bedding.

VWR coming soon

VWR Funding will hold a conference call at noon ET on Thursday to launch a new loan deal, according to a market source.

Citigroup Global Markets Inc. and Bank of America Merrill Lynch are leading the deal for the Radnor, Pa.-based provider of laboratory supplies, equipment and services.

Deltek wraps

In other news, Deltek Inc. completed the repricing of its $570.7 million first-lien term loan in line with talk, according to a market source.

The repricing took the loan down to Libor plus 350 bps with a 1% Libor floor, from Libor plus 375 bps with a 1.25% Libor floor, and added 101 soft call protection for six months to the tranche.

Jefferies Finance LLC led the deal.

Deltek is a Herndon, Va.-based provider of enterprise software and information for professional services firms and government contractors.

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