Quintiles, Butler Animal, Springs Window break; FMG withdraws loan; Rentech firms pricing

By Sara Rosenberg

New York, May 26 - Quintiles Transnational Corp. firmed the original issue discount on its term loan B at the high end guidance and then proceeded to free up for trading, and Butler Animal Supply LLC and Springs Window Fashions LLC hit the secondary market, too.

Over in the primary, FMG Resources Pty Ltd. pulled its unsecured term loan from market as a result of unfavorable conditions, Rentech Energy Midwest Corp. firmed pricing on its term loan at the wide end of revised talk, and BCBG Max Azria Group flexed its spread higher.

Also coming out with an update was Raycom Media Inc., but its news was issuer friendly as the company was able to tighten the original issue discount and add a pricing step-down to its well-received term loan B.

In more primary happenings, Rural/Metro Corp. nailed down timing on the launch of its new deal, and Ducommun Inc. presented its credit facility to lenders at previously announced terms.

Quintiles sets OID

Quintiles finalized the original issue discount on its $2 billion term loan B due in 2018 at 99, the wide end of the 99 to 99½ talk, while pricing was left unchanged at Libor plus 375 basis points with a 1.25% Libor floor, according to a market source.

As before, the term loan B provides for 101 soft call protection for one year.

The company's $2.225 billion senior secured credit facility (B1/BB-) also includes a $225 million revolver due in 2016 that is priced at Libor plus 275 bps with a 50 bps unused fee and was offered with upfront fees of 100 bps for commitments of $15 million and 75 bps for commitments of less than $15 million.

J.P. Morgan Securities LLC, Barclays Capital Inc., Morgan Stanley & Co. Inc., Citigroup Global Markets Inc. and Wells Fargo Securities LLC are the lead banks on the deal.

Quintiles starts trading

After pricing firmed up, Quintiles' term loan B emerged in the secondary market with levels of 99¼ bid, 99½ offered on the open and then it moved to 99 3/8 bid, 99 5/8 offered, the source said.

Proceeds from the term loan B and revolver will be used to refinance $1.7 billion of existing debt, including $525 million of 9½% senior notes due December 2014 being tendered for in an offer that expires on June 7.

The company had attempted a similar refinancing effort in March, which was later pulled because of market conditions. At that time, the company was looking to get a $2.43 billion credit facility, comprised of a $2.2 billion term loan B due in 2018 talked at Libor plus 300 bps to 325 bps with a 1.25% Libor floor and an original issue discount of 99½ and a $225 million revolver due in 2016. The term loan B included 101 soft call protection for six months.

Quintiles is a Durham, N.C.-based biopharmaceutical services company offering clinical, commercial, consulting and capital services.

Butler frees up

Butler Animal Supply's credit facility also made its way into the secondary market, with the $216 million term loan B quoted at par ¼ bid, 101 offered on the break and then it moved to par bid, par ¾ offered, according to a trader.

Pricing on the B loan is Libor plus 325 bps with a 1.25% Libor floor, and it was sold at par. There is 101 soft call protection for one.

The company's $366 million credit facility (B1/BB-) also includes a $100 million term loan A and a $50 million revolver, both priced at Libor plus 300 bps with no Libor floor.

During syndication, the term A was upsized from $75 million and the term B was downsized from $241 million. Also, the floor on the B loan was cut from 1.5%, and the offer price firmed at the tight end of the 99¾ to par talk.

J.P. Morgan Securities LLC is leading the deal that will be used by the Dublin, Ohio-based companion animal health distribution company to refinance existing bank debt.

Springs Window breaks

Springs Window Fashions, a manufacturer of blinds, shades and drapery hardware, also saw its credit facility break for trading, with the $300 million six-year first-lien term loan (B1/B) quoted at 98½ bid, 99¼ offered, according to a trader.

Pricing on the term loan is Libor plus 450 bps with a 1.5% Libor floor. It was sold at an original issue discount of 98 and has 101 soft call protection for one year.

The spread on the first-lien term loan was increased Libor plus 400 bps to 425 bps and the discount was moved from 99 earlier this week.

Springs second-lien levels

Springs Window Fashions' credit facility also includes a $125 million seven-year second-lien loan (Caa1/CCC+), and that tranche freed up at 97 bid, 98 offered, the trader said.

Pricing on the second-lien loan is Libor plus 925 bps with a 2% floor, and it was sold at a discount of 97. There is call protection of 103 in years one and two, 102 in year three and 101 in year four.

During syndication, pricing on the second-lien loan was flexed up from Libor plus 775 bps to 800 bps, the Libor floor was increased from talk of 1.5% to 1.75% floor, the discount widened from 98½ and call protection was sweetened from 103 in year one, 102 in year two and 101 in year three.

J.P. Morgan Securities LLC is the lead bank on the $475 million credit facility that also provides for a $50 million five-year revolver (B1/B) as well.

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

FMG cancels term loan

Moving to the primary, FMG Resources announced in a news release that it decided to withdraw its $1 billion six-year senior unsecured term loan from market since worsening market conditions led to investors requesting terms and conditions that did not meet the company's expectations.

The loan had been launched this past Monday at talk of Libor plus 375 bps to 400 bps with a 1% Libor floor and an original issue discount of 99 and was non-callable for two years, then at 102 in year three and 101 in year four.

J.P. Morgan Securities LLC, Bank of America Merrill Lynch, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and RBS Securities Inc. were the joint bookrunners on the deal for the Australian-based iron ore mining company.

FMS still plans revolver

FMG Resources also said on Thursday that it is moving forward with its $500 million three-year unsecured revolver as commitments have already been received from banks, and documentation is expected to be completed by early June.

Proceeds from the credit facility were going to be used to help fund the $8.4 billion expansion to 155 million tons per year and for liquidity and general corporate purposes.

The company explained in the release that the decision to pull the term loan does not impact the expansion plans since it has significant cash on hand and operating performance continues to generate substantial cash flow.

Ratings on the term loan and revolver had been B1/B+/BB+ prior to the withdrawal of the term loan.

Rentech sets spread

Rentech Energy Midwest nailed down pricing on its$150 million term loan at Libor plus 850 bps, the high end of revised talk of Libor plus 800 bps to 850 bps and up from initial talk of Libor plus 650 bps, according to a market source.

The loan still has a 1.5% Libor floor, call protection of 102 in year one and 101 in year two and an original issue discount of 98.

Other changes that have been made during syndication include downsizing the loan from $170 million, shortening the maturity to five years from six years, and beefing up amortization to 10% per year.

Credit Suisse Securities (USA) LLC is the lead bank on the loan that will be used to refinance the company's 2010 senior secured credit facility and fund a dividend.

Rentech Energy is an East Dubuque, Ill.-based manufacturer and seller of nitrogen fertilizer products and is a subsidiary of Los Angeles-based Rentech Inc., a provider of clean energy services.

BCBG raises pricing

BCBG Max Azria lifted the spread on its $230 million term loan to Libor plus 950 bps from Libor plus 875 bps, according to a market source, who said that the tranche still has no Libor floor and call protection of 102 in year one and 101 in year two.

Goldman Sachs & Co., Bank of America Merrill Lynch, UBS Securities LLC and Guggenheim are leading the deal that will be used to refinance existing debt.

BCBG is a Vernon, Calif.-based designer, retailer and distributor of women's apparel and accessories.

Raycom trims OID

Raycom Media tightened the original issue discount on its $200 million six-year term loan B to 99½ from 99 and added a pricing step-down to Libor plus 300 bps when leverage is below 2.5 times, according to a market source.

Initial pricing on the term loan B firmed in line with talk at Libor plus 325 bps, and, as before, there is a 1.25% Libor floor.

Recommitments were due from lenders by 5 p.m. ET on Thursday.

The company's $700 million credit facility also provides for a $200 million five-year revolver and a $300 million five-year term loan A, with both of these tranches priced at Libor plus 275 bps.

Wells Fargo Securities LLC and GE Capital Markets are the lead banks on the deal that will be used by the Montgomery, Ala.-based television broadcaster to refinance existing debt.

Rural/Metro timing emerges

In other news, Rural/Metro firmed timing on the launch of its proposed $425 million senior secured credit facility (B), with the scheduling of a bank meeting for Wednesday, according to a market source.

Previously, it was known that the deal was expected next week's business, but a specific date had been unavailable.

The facility consists of a $325 million seven-year term loan and a $100 million five-year revolver, the source said, adding that price talk is not yet out.

Based on filings with the Securities and Exchange Commission, it was thought that the term loan would be sized at $315 million, but the decision was made to increase it by $10 million and reduce an equity component.

Rural/Metro being acquired

Proceeds from Rural/Metro's credit facility, $213 million of equity and an expected $200 million notes offering will be used to fund the acquisition of the company by Warburg Pincus for $17.25 per share in cash and to refinance existing debt. The revolver will be used for general corporate purposes.

Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc. and Jefferies & Co. are the lead banks on the facility.

Closing on the transaction is expected to take place by the end of June, subject to customary conditions and regulatory approvals.

Rural/Metro is a Scottsdale, Ariz.-based provider of emergency and non-emergency ambulance services and private fire protection services.

Ducommun launches

Ducommun launched its $230 million senior secured credit facility (Ba2/BB) with a bank meeting on Thursday morning, in line with previously circulated talk of Libor plus 400 bps with a 1.25% Libor floor, according to a market source.

The facility consists of a $40 million five-year revolver and $190 million six-year term loan B.

The B loan is being offered at an original issue discount of 99 and has 101 soft call protection for one year.

Official price talk is higher than what the company had outlined in filings with the SEC. Those filings had the tranches expected at Libor plus 325 bps with a 1.25% Libor floor, or at Libor plus 350 bps if corporate credit/family ratings are less than B1 or less than B+.

UBS Securities LLC and Credit Suisse Securities (USA) LLC are the joint lead arrangers and bookrunners on the deal, with UBS the administrative agent and left lead.

Ducommun buying LaBarge

Proceeds from Ducommun's credit facility will be used to help fund the acquisition of LaBarge Inc. for $19.25 per share in cash, or $310.3 million, refinance existing debt at both companies and put cash on the balance sheet.

Other funds for the transaction will come from $200 million of senior unsecured notes. This offering is backed by a commitment for a $200 million senior unsecured bridge loan with pricing of Libor plus 675 bps if ratings are B3/B- and Libor plus 750 bps if ratings are lower, with a 1.25% Libor floor.

Closing is expected to take place in the second quarter, subject to approval of LaBarge shareholders and certain other customary conditions, including expiration of applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act of 1976.

Ducommun is a Carson, Calif.-based provider of engineering and manufacturing services to the aerospace and defense industry. LaBarge is a St. Louis-based supplier of electronics manufacturing services.

Alliance closes upsized deal

Alliance Data Systems Corp. completed its $1.585 billion five-year credit facility that was upsized from $1.5 billion during syndication, according to a news release.

The facility consists of a $792.5 million term loan A, up from $750 million, and a $792.5 million revolver, up from $750 million.

Pricing firmed in line with initial talk at Libor plus 225 bps with no Libor floor.

SunTrust Robinson Humphrey Inc. and BMO Capital Markets led the deal that was used to refinance existing debt, and will provide additional liquidity to fund acquisitions and growth initiatives.

Alliance Data is a Dallas-based provider of loyalty and marketing services.

Xerium completes refinancing

Xerium Technologies Inc. closed on its roughly $278 million senior secured credit facility (Ba2/BB-) that was used to refinance existing bank debt, according to a news release.

The deal, led by Citigroup Global Markets Inc. and Jefferies & Co., consists of a $30 million revolver, an €87 million term loan and a $120 million term loan.

Pricing on the term loans is Libor/Euribor plus 425 bps with a step-down to Libor/Euribor plus 400 bps after one year from closing, when secured leverage is less than 1.75 times. There is a 1.25% Libor floor and 101 soft call protection for one year, and they were issued at a discount of 991/2.

During syndication, pricing on the U.S. term loan firmed at the tight end of talk of Libor plus 425 bps to 450 bps, pricing on the euro term loan was reduced from talk of Euribor plus 450 bps to 475 bps and, on both term loans, the step-down was added and the Libor floor was reduced from 1.5%. Also, the revolver was downsized from $40 million.

Xerium is a Raleigh, N.C.-based manufacturer of industrial textiles and rolls.

Toys 'R' Us wraps B-2

Toys 'R' Us Inc. closed on its $400 million seven-year term loan B-2 (BB-) that is priced at Libor plus 375 bps with a 1.5% Libor floor and has 101 soft call protection for one year, according to an 8-K filed with the SEC. The loan was sold at an original issue discount of 99.

During syndication, pricing flexed up from Libor plus 325 bps to 350 bps, the floor firmed at the wide end of the 1.25% to 1.5% talk and the discount widened from 991/2.

Bank of America Merrill Lynch, J.P. Morgan Securities LLC, Goldman Sachs & Co., Wells Fargo Securities LLC, Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc. and Deutsche Bank Securities Inc. acted as the lead banks on the deal that was used by the Wayne, N.J.-based toy retailer to refinance existing debt.

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