CHG breaks; Univision rises; DineEquity, RBS tweak deals; Brickman, AutoTrader move deadlines

By Sara Rosenberg

New York, Oct. 5 - CHG Healthcare Services' credit facility freed up for trading during Tuesday's market hours, with the first- and second-lien term loans quoted above their original issue discount prices.

In more trading happenings, Univision Communications Inc.'s term loan B headed higher as the company revealed that it is getting a substantial investment by Grupo Televisa SAB, and plans for a credit facility amendment and extension surfaced.

Over in the primary market, DineEquity Inc. made some changes to its term loan B as a result of strong demand, including lowering the spread, the Libor floor and the original issue discount, and the size of the revolver was finalized.

Also, RBS WorldPay cut pricing on its term loans and firmed the original issue discounts, Brickman Group Ltd. and AutoTrader.com changed the commitment deadlines on their facilities, and Microsemi Corp. revealed timing on its new deal.

CHG Healthcare loan

CHG Healthcare Services' credit facility hit the secondary market on Tuesday, with the $230 million six-year first-lien term loan quoted by one source at 99 bid, and by a second source at 98½ bid.

Pricing on the first-lien term loan is Libor plus 550 basis points with a step-down to Libor plus 525 bps when leverage is less than 4.0 times. There is a 1.75% Libor floor and 101 soft call protection for one year, and it was sold at an original issue discount of 98.

The company's credit facility also includes a $53 million 61/2-year second-lien term loan, which was seen by the second source at 98½ bid as well.

Pricing on the second-lien loan is Libor plus 950 bps with a 1.75% Libor floor, and it was sold at an original issue discount of 98. There is call protection of 103 in year one, 102 in year two and 101 in year three.

Rounding out the credit facility is a $70 million five-year revolver priced at Libor plus 550 bps with a 1.75% Libor floor.

CHG funding dividend recap

Proceeds from CHG Healthcare Services' credit facility will be used to repay debt and fund a dividend.

Barclays, Bank of America and Goldman Sachs are the lead banks on the deal.

During syndication, the first-lien term loan was upsized from $225 million, the second-lien term loan was downsized from $60 million, pricing on the revolver and first-lien loan firmed from talk of Libor plus 500 bps to 550 bps, the step-down was added to the first-lien loan, and pricing on the second-lien firmed from talk of Libor plus 900 bps to 950 bps.

The downsizing of the overall credit facility to $353 million from $355 million was done because the company had more cash on its balance sheet than it initially expected.

Leverage through the first-lien is 3.5 times and total net leverage is 4.3 times.

CHG Healthcare Services is a Salt Lake City-based health care staffing provider.

Univision gains ground

Univision's term loan B was better in trading after the company announced an agreement for a substantial investment by Grupo Televisa, and word of an amendment and extension proposal hit the market, according to traders.

The term loan B was quoted by one trader at 93¼ bid, 93¾ offered, up from 89 bid, 89½ offered, by a second trader at 93 bid, 93½ offered, up from 88¾ bid, 89¼ offered, and by a third trader at 92½ bid, 93 offered, up from 89 bid, 89¼ offered.

Under the investment agreement, Televisa will invest $1.2 billion in Univision and contribute its 50% interest in TuTV for a 5% equity stake and debentures convertible into an additional 30% equity stake of Univision. Televisa also has the option to acquire an additional 5% equity stake in Univision.

And, Univision and Televisa revised their Program License Agreement so that Univision will now have exclusive U.S. Spanish-language digital rights to Televisa audiovisual programming. The expiration of the agreement is being extended to 2020 from 2017, and upon satisfaction of certain conditions, to at least 2025.

Univision readies amendment

Also on Tuesday, news emerged that Univision will hold a conference call on Wednesday to launch an amendment and extension of $3.25 billion of its term loan debt.

Deutsche Bank is leading the proposal and more details are expected to come out with the launch.

Also, the company is planning to approach the high-yield market with a $750 million notes offering.

According to a news release, as a condition to the closing of the agreements with Televisa, Univision needs to refinance a portion of its outstanding debt.

The Televisa transaction is also subject to satisfaction of certain closing conditions, including antitrust clearance under the Hart-Scott-Rodino Act and closing is expected to take place in the first half of 2011.

Los Angeles-based Univision and Mexico-based Televisa are Spanish-language media companies.

DineEquity reworks B loan

Moving to the primary, DineEquity reduced pricing, the Libor floor and original issue discount on its $900 million seven-year term loan B since the tranche was more than three times oversubscribed, according to a market source.

The B loan is now priced at Libor plus 450 basis points with a 1.5% Libor floor and an original issue discount of 99, compared to initial price talk of Libor plus 475 bps with a 1.75% Libor floor and a discount of 981/2, the source said.

As before, the loan includes 101 soft call protection for one year.

"It's a good story. Good management team. They're number one in two categories - casual dining and family dining. Good free cash flow. [And, it] doesn't hurt that the overall market backdrop is strong," the source remarked in explanation of the deal's success.

Recommitments towards the loan were due at the end of the day on Tuesday and allocations are expected to go out later this week.

DineEquity sets revolver size

In addition to the term loan B changes, DineEquity firmed up the size of its five-year revolving credit facility at $50 million, the source continued. At launch, the tranche size was talked at $50 million to $75 million.

Barclays and Goldman Sachs are the lead banks on the $950 million credit facility (Ba2/BB-) that will be used to refinance existing debt, including the company's $1.385 billion of notes.

Other funding for the refinancing will come from $825 million of eight-year senior unsecured notes that are being talked in the 9.625% area. Pricing on the notes is anticipated to occur late Wednesday morning.

Senior leverage is 3.5 times and total leverage is 5.7 times.

DineEquity is a Glendale, Calif.-based owner of Applebee's Neighborhood Grill & Bar and IHOP Restaurants.

RBS WorldPay revises

RBS WorldPay reverse flexed pricing on its term loan B-1, B-2 and B-3 following strong oversubscription and set the original issue discount on the loans at 99, the tight end of the initial 98 to 99 talk, according to a market source.

The £325 million seven-year term loan B-1 is now priced at Libor plus 500 bps, down from Libor plus 525 bps, the £235 million seven-year dollar equivalent term loan B-2 is priced at Libor plus 450 bps, down from Libor plus 500 bps, and the £100 million seven-year euro equivalent term loan B-3 is priced at Euribor plus 475 bps, down from Euribor plus 500 bps, the source said.

As before, all three term loans provide for a 1.75% Libor floor.

Recommitments are due at the close of business on Wednesday and allocations are expected next week.

RBS WorldPay lead banks

Goldman Sachs, Barclays, Morgan Stanley, RBS and UBS are the lead banks on RBS WorldPay's credit facility, with Goldman the left lead on the U.S. piece.

The £970 million secured credit facility (Ba2/BB) also includes a £75 million six-year revolver, a £75 million six-year capital expenditures facility and a £160 million six-year term loan A.

Proceeds will be used to help fund the acquisition of an 80.01% interest in the company by Advent International and Bain Capital from RBS Group for an enterprise value of up to £2.025 billion.

Closing on the transaction is expected by the end of the year, subject to regulatory approvals.

RBS WorldPay is a provider of global payment processing services.

Brickman shutting early

Brickman accelerated the commitment deadline on its credit facility to 5 p.m. ET on Wednesday from 5 p.m. ET on Thursday as a result of strong investor demand, according to a market source.

The $550 million facility (B1/B+) includes a $500 million six-year covenant-light term loan and a $50 million five-year revolver.

Price talk on the term loan is Libor plus 575 bps with a 1.75% Libor floor and an original issue discount of 98. There is soft call protection of 102 in year one and 101 in year two.

Barclays and Bank of America are the lead banks on the oversubscribed deal that will be used to fund a dividend payment and to refinance existing debt.

Brickman is a Gaithersburg, Md.-based commercial landscaping company.

AutoTrader.com extends

AutoTrader.com moved the commitment deadline on its $100 million incremental term loan (BB+) to Wednesday from Tuesday to give some banks a little bit more time to get involved, according to a market source.

However, even without the extension, the loan is well oversubscribed, the source said.

The term loan is talked at Libor plus 450 basis points with no Libor floor and an original issue discount of 991/2.

Wells Fargo and Goldman Sachs are the lead banks on the deal that will be used to fund the acquisition of vAuto, an Oak Brook, Ill.-based provider of advanced software tools for used vehicle management, pricing and inventory optimization.

Total leverage is 2.9 times.

AutoTrader.com is an Atlanta-based automotive marketplace and consumer information website.

Microsemi timing emerges

Microsemi has scheduled a bank meeting for Friday to launch its proposed $425 million senior credit facility that is being led by Morgan Stanley, according to a market source.

The facility consists of a $50 million five-year revolver and a $375 million seven-year term loan B, the source said.

Based on the commitment letter, the company had the option for a $125 million five-year term loan A and a $250 million seven-year term loan B, but decided to go ahead with a single institutional loan.

There is no official price talk out on the facility, the source continued.

However, according to the credit facility commitment letter, pricing on the revolver is expected at Libor plus 375 bps with a 50 bps unused fee and an original issue discount of 99, and pricing on the term loan B is expected at Libor plus 400 bps with a 1.5% Libor floor and an original issue discount of 99.

Microsemi buying Actel

Proceeds from Microsemi's credit facility will be used to help fund the acquisition of Actel Corp. for $20.88 per share through a cash tender offer and to refinance an existing revolver.

The total acquisition value is about $430 million, net of Actel's projected cash balance at closing.

Closing is expected in Microsemi's fiscal first quarter ending Jan. 2, subject to customary conditions, including the tender of a majority of the outstanding shares of Actel's common stock and regulatory approvals.

Microsemi is an Irvine, Calif.-based designer, manufacturer and marketer of analog and mixed-signal integrated circuits, semiconductors and RF subsystems. Actel is a Mountain View, Calif.-based supplier of low-power, mixed-signal, and radiation-tolerant field programmable gate arrays.

Peak 10 closes

In other news, Peak 10 Inc. closed on its $155 million credit facility that was used to help fund the buyout of the company by Welsh, Carson, Anderson & Stowe from Seaport Capital and McCarthy Capital, according to a news release.

The facility consists of a $15 million revolver and a $140 million term loan B priced at Libor plus 500 bps with a 1.75% Libor floor and an original issue discount of 981/2. There is 101 soft call protection for one year on the term loan B.

During syndication, the discount on the term loan B firmed at the midpoint of the 98 to 99 talk.

RBC and GE Capital acted as the joint lead arrangers and bookrunners on the deal.

Peak 10 is a data center operator and managed services provider.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.