SunGard Data, Schaeffler, Datapipe, Fox break; primary market overrun with deal revisions

By Sara Rosenberg

New York, March 7 - SunGard Data Systems Inc.'s term loan E freed up for trading on Thursday, with levels quoted above its original issue discount price, and Schaeffler AG (INA Beteiligungs GmbH), Datapipe Inc. and Fox Acquisition Sub LLC emerged in the secondary too.

Over in the primary, Star West Generation LLC upsized its term loan B, firmed the spread at the low end of guidance and tightened the original issue discount, and Commercial Barge Line Co. (American Commercial Lines) downsized its first-lien term loan while adding a second-lien tranche.

Also, Hostess Snacks lifted its term loan amount and cut the spread and discount, and AM General LLC reduced the size of its term loan B, widened the coupon, Libor floor and discount, while also sweetening call protection and amortization.

In addition, Huntsman International LLC increased its add-on term loan and set the offer price at the low end of talk, KAR Auction Services Inc. reduced pricing on its deal and Sorenson Communications Inc. revised its commitment deadline.

Furthermore, Del Taco LLC revealed original issue discount talk with launch, and Philadelphia Energy Solutions Refining and Marking LLC and Utica EMG LLC emerged with new loan plans.

SunGard hits secondary

SunGard's $2.2 billion seven-year term loan E (Ba3/BB) broke for trading on Thursday morning, with levels seen at par 5/8 bid, 101 1/8 offered initially and then it moved up to par 7/8 bid, 101 3/8 offered, according to a trader.

And, with the new E loan freeing up, the company's existing term loan D rose to 101¼ bid, 101¾ offered from par ¾ bid, 101½ offered on Wednesday, the trader said.

Pricing on the new E loan is Libor plus 300 basis points with a 1% Libor floor, and it was sold at an original issue discount of 993/4. There is 101 soft call protection for one year.

During syndication, Wayne, Pa.-based software and technology services company's term loan E was upsized from $2 billion and the discount firmed at the tight end of the 99½ to 99¾ talk.

J.P. Morgan Securities LLC is the left lead on the deal that is being used to refinance the existing term loan B due 2016 and some of the term loan C due 2017. The incremental funds raised through the upsizing will repay more term loan C debt, resulting in a pro forma tranche C size of around $427 million.

Schaeffler frees up

Schaeffler's $1.7 billion U.S. term loan C due January 2017 also made its way into the secondary market, with levels quoted at par ¼ bid, par ¾ offered and then it moved to par 3/8 bid, par ¾ offered, according to a trader.

With the U.S. loan, the company is getting a €625 million euro term C due January 2017.

The U.S. loan is priced at Libor plus 325 bps and the euro loan is priced at Euribor plus 375 bps, with both having a 1% floor and 101 soft call protection for six months, and both sold at an original issue discount of 991/2.

Recently, the U.S. tranche was upsized from $1.5 billion and the euro tranche was upsized from €525 million.

J.P. Morgan Securities LLC is leading the deal that will be used to refinance the company's existing €1.6 billion equivalent term loan B2, comprised of €500 million and $1.5 billion, and, as a result of the upsizing, to pay down the €2,446,000,000 term loan A due January 2015 to €2,195,000,000.

Schaeffler is a Herzogenaurach, Germany-based manufacturer of bearings for autos & industrial OEMs.

Datapipe starts trading

Another deal to break was Datapipe, with its $202 million six-year first-lien term loan B (B2) quoted at par ¾ bid, 101¼ offered, and its $85 million 61/2-year second-lien term loan (Caa2) quoted at 101½ bid, 102 offered, according to a market source.

Pricing on the first-lien term loan is Libor plus 450 bps with a 1.25% Libor floor, and it was sold at a discount of 991/2. There is 101 soft call protection for one year.

The second-lien loan is priced at Libor plus 800 bps with a 1.25% Libor floor, and it was sold at a discount of 981/2. This tranche has hard call protection of 102 in year one and 101 in year two.

During syndication, pricing on the first-lien loan finalized at the tight end of the Libor plus 450 bps to 475 bps talk and the discount firmed at the low end of the 99 to 99½ talk. Also, the spread on the second-lien loan was set at the wide end of the Libor plus 775 bps to 800 bps talk and the call protection was revised from 103 in year one, 102 in year two and 101 in year three.

Datapipe lead banks

Morgan Stanley Senior Funding Inc., TD Securities (USA) LLC and GE Capital Markets are leading Datapipe's $327 million senior secured credit facility, which also provides for a $40 million five-year revolver (B2) that is priced at Libor plus 425 bps.

Proceeds will be used to refinance existing bank debt, to fund the ABRY and affiliates acquisition of the remaining equity securities of Datapipe and for general corporate purposes.

Datapipe is a Jersey City, N.J.-based company that offers IT services.

Fox tops 101

Fox Acquisition's $237 million add-on term loan (B2/B) due July 2017 freed up too, with levels quoted at 101 3/8 bid, 101 7/8 offered, a market source said.

Pricing on the loan is Libor plus 450 bps with a 1% Libor floor, and it was sold at an original issue discount of 993/4. There is 101 soft call protection through September 2013, which is the same as the existing term loan that is priced at Libor plus 450 bps with a 1% Libor floor.

Recently, the spread on the add-on firmed at the tight end of the Libor plus 450 bps to 475 bps talk, the floor was reduced from 1.25% and the discount came at the low end of the 99½ to 99¾ talk.

Deutsche Bank Securities Inc. is leading the deal that will fund a dividend to Oakhill Capital.

Fox, a Fort Wright, Ky.-based owner and operator of television stations, expects to close on the transaction next week.

Star West revises deal

Star West lifted its seven-year term loan B to $750 million from $725 million, set pricing at Libor plus 400 bps, the tight end of the Libor plus 400 bps to 425 bps talk, and moved the original issue discount to 99½ from 99, according to a market source.

As before, the loan has a 1% Libor floor and 101 soft call protection for one year.

The company's now $850 million senor secured credit facility (Ba3/BB-) also includes a $100 million five-year revolver.

Leads, Citigroup Global Markets Inc., Barclays, Morgan Stanley Senior Funding Inc, RBC Capital Markets and Union Bank, were seeking recommitments by 5 p.m. ET on Thursday.

Proceeds will refinance existing debt in connection with the merger of Star West Generation and GWF Energy LLC, which are both portfolio companies of Highstar Capital, and the funds raised through the upsizing will be used for a dividend payment, the source remarked.

Star West is a Houston-based owner of two combined cycle, gas-fired power generation plants in Arizona. GWF is a Pittsburg, Calif.-based owner of three natural gas-fired power plants in California.

Commercial Barge restructures

Commercial Barge Line reduced its 61/2-year first-lien senior secured term loan to $450 million from $650 million, while keeping talk at Libor plus 500 bps with a 1.25% Libor floor, an original issue discount of 99 and 101 soft call protection for one year, according to a market source.

With the first-lien downsizing, the company added a $200 million seven-year second-lien term loan to the capital structure that is talked at Libor plus 875 bps to 900 bps with a 1.25% Libor floor and a discount of 98, the source said. This tranche is non-callable for one year, then at 102 in year two and 101 in year three.

Recommitments are due on March 13, the source added.

Bank of America Merrill Lynch, Goldman Sachs & Co., UBS Investment Bank and Wells Fargo Securities are leading the deal that will repay 10 5/8%/11 3/8% senior PIK toggle notes due 2016 and 12½% senior secured notes due 2017, and fund a $207 million dividend.

With the new loans, the Jeffersonville, Ind.-based marine transportation and service company plans on increasing its asset-based revolver to $550 million from $475 million.

Hostess upsizes, cuts pricing

Hostess Snacks raised its seven-year covenant-light first-lien term loan to $500 million from $450 million, lowered the spread to Libor plus 550 bps from talk of Libor plus 600 bps to 625 bps, and revised the discount to 99 from 981/2, according to a market source.

Recommitments for the loan, which still has a 1.25% Libor floor and is non-callable for two years, then at 102 in year three and 101 in year four, are due by 3 p.m. ET on Friday, the source said.

The company's now $560 million credit facility also includes a $60 million ABL revolver.

Credit Suisse Securities (USA) LLC and UBS Securities LLC are leading the deal that will fund the acquisition of the baked snack foods business from Hostess Brands Inc. for $410 million by Apollo Global Management LLC and Metropoulos & Co. The funds from the upsizing will be used for general corporate purposes, which could include a potential higher bid for Hostess Snacks, a reduction of common equity or a potential bid for Drake's, a snack cake brand, the source added.

Closing is expected by the end of April, subject to approval by the United States Bankruptcy Court and customary conditions.

Hostess Brands is an Irving, Texas-based operator of regional bakeries.

AM General reworked

AM General cut its five-year term loan B to $325 million from $350 million, and raised pricing to Libor plus 875 bps with a 1.5% Libor floor and an original issue discount of 97, from talk of Libor plus 650 bps to 675 bps with a 1.25% floor and a discount of 98, a market source said.

Also, the loan is now non-callable for two years, then at 103 in year four, revised from having hard call protection of 102 in year one and 101 in year two, amortization was increased to 10% per annum from 5%, the excess cash flow sweep was changed to 50% from 75%, the accordion was eliminated and the total leverage ratio levels were modified, the source remarked.

The now $345 million senior secured deal (B2/BB-) also includes a $20 million revolver.

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

Citigroup Global Markets Inc., Bank of America Merrill Lynch, Credit Suisse Securities (USA) LLC, Jefferies Finance LLC and Natixis are leading the deal that will refinance existing bank debt.

AM General is a South Bend, Ind.-based designer, manufacturer and supplier of specialized vehicles for commercial and military customers.

Huntsman ups loan

Huntsman increased its add-on term loan B (Ba1/BB+) due 2017 to $225 million from $200 million and set the original issue discount at 991/2, the tight end of the 99 to 99½ talk, according to a market source.

Pricing on the add-on, as well as on the existing $637 million extended term loan B, is Libor plus 250 bps.

Recommitments are due at noon ET on Friday, the source said.

J.P. Morgan Securities LLC is leading the deal that will be used to refinance an existing $193 million non-extended term loan B due 2014 priced at Libor plus 150 bps. The funds from the upsizing will be used for general corporate purposes.

Huntsman is a Salt Lake City-based manufacturer of differentiated organic and inorganic chemical products.

KAR cuts spread

KAR Auction Services trimmed pricing on its $150 million incremental term loan B and existing $1.67 billion term loan B repricing to Libor plus 275 bps from Libor plus 300 bps with a step-down to Libor plus 275 bps, according to a market source.

The total $1.82 billion term loan B due May 2017 still has a 1% Libor floor, a par offer price and 101 soft call protection through November 2013.

Lead bank, J.P. Morgan Securities LLC, is seeking recommitments by noon ET on Friday.

Proceeds from the add-on will be used to redeem $150 million of floating-rate senior notes due May 1, 2014, and the repricing will take the existing term loan down from Libor plus 375 bps with a 1.25% Libor floor. Existing lenders will get paid out at 101 with the repricing.

Closing is expected this month, subject to market and other customary conditions.

KAR is a Carmel, Ind.-based provider of vehicle auction services and a provider of floorplan financing to independent and franchise used vehicle dealers.

Sorenson moves deadline

Sorenson Communications changed the commitment deadline on its $500 million term loan B (B1/B-) due Oct. 31, 2014 to noon ET on Friday, according to a market source. Recently, the deadline had been moved to March 6 from March 7.

The company hosted a call on Thursday to update lenders on FCC developments, the source said.

Talk on the term loan is Libor plus 825 bps with a 1.25% Libor floor and an offer price of 99½ to par, and there is hard call protection of 102½ for six months and 101 for six months.

J.P. Morgan Securities LLC is the lead bank on the deal that will be used to repay an existing term loan.

Sorenson is a Salt Lake City-based provider of Video Relay telecommunication and interpreting and CaptionCall telephone service for deaf and the hard-of-hearing.

Del Taco OID talk

Del Taco held its bank meeting on Thursday, launching its $215 million credit facility with an original issue discount of 99, according to a market source.

As previously reported, the facility, which consists of a $40 million five-year revolver and a $175 million 51/2-year term loan, is talked at Libor plus 500 bps with a 1.25% Libor floor, and the term loan has 101 soft call protection for six months.

GE Capital Markets is leading the deal that will be used to refinance existing debt, including a portion of junior debt.

Del Taco is a Lake Forest, Calif.-based operator and franchiser of restaurants.

Philadelphia Energy readies

Philadelphia Energy Solutions set a bank meeting for 10 a.m. ET in New York on Monday to launch a $500 million five-year term loan B that is talked at Libor plus 500 bps with a 1.25% Libor floor and an original issue discount of 98, and is non-callable for one year, then at 102 in year two and 101 in year three, according to a market source.

J.P. Morgan Securities LLC is leading the loan.

Proceeds will be used for general corporate purposes and to fund a dividend.

Philadelphia Energy Solutions is a Philadelphia-based owner and operator of the Philadelphia refinery complex, which includes the Girard Point and Point Breeze refineries.

EMG Utica coming soon

EMG Utica will host a bank meeting at 10 a.m. ET in New York on Monday to launch a $325 million seven-year senior secured term loan (B2) that is being led by Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc., according to a market source.

Proceeds, along with over $650 million of equity, will be used to fund growth capital expenditures associated with the development of the Utica EMG joint venture and to pre-fund interest during the construction period.

EMG Utica is a joint venture between The Energy & Minerals Group and MarkWest Energy Partners LP that will develop midstream infrastructure on behalf of natural gas producers operating throughout the liquids-rich Utica Shale formation in Ohio.

Latisys closes

In other news, Latisys Corp. completed its $200 million credit facility (B3/B) that includes a $20 million five-year revolver and a $180 million six-year term loan B, according to a news release.

Pricing on the term loan is Libor plus 525 bps with a 1.25% Libor floor, and it was sold at a discount of 991/2. There is 101 soft call protection for one year.

During syndication, pricing on the B loan firmed at the tight end of the Libor plus 525 bps to 550 bps talk and the discount was revised from 99.

RBC Capital Markets, TD Securities (USA) LLC and SunTrust Robinson Humphrey Inc. led the deal that was used to refinance existing debt and for general corporate purposes.

Latisys is a provider of data center, managed services and disaster recovery services with facilities located in the Ashburn, Va., Chicago, Denver and Irvine, Calif., markets.

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