Sonic sets price talk; SVP carves out second-lien loan; Asurion frees to trade

By Sara Rosenberg

New York, Aug. 15 - Sonic Corp. came out with price talk on its credit facility as the deal was launched to investors with a bank meeting during the Tuesday session.

In other primary news, SVP Worldwide officially announced on Tuesday that it created a new second-lien term loan out of some first-lien term loan funds and that pricing on the first lien was flexed higher.

Meanwhile, in secondary happenings, Asurion Corp.'s credit facility broke with the first-lien term loan trading in the low pars and the second-lien term loan trading in the low 101's.

Sonic released opening spread guidance on its $775 million senior secured credit facility (Ba3/BB-) as syndication on the deal officially kicked off with a Tuesday meeting, according to a market source.

The $675 million seven-year term loan B was presented to lenders with price talk of Libor plus 200 to 225 basis points and the $100 million five-year revolver was presented with price talk of Libor plus 175 basis points, the source said.

Bank of America and Lehman Brothers are the joint lead arrangers on the deal, with Lehman also acting as the syndication agent.

Proceeds will be used to fund a modified Dutch auction tender offer to purchase up to $560 million of its common stock and refinance certain existing debt.

The tender offer, which is subject to successful completion of the credit facility, started on Tuesday and expires on Sept. 22.

After completion of the tender offer, subject to market conditions, the company may pursue a refinancing of its new senior secured credit facility with a securitized transaction and has engaged Lehman Brothers as its structuring adviser to evaluate the securitized transaction.

Sonic is an Oklahoma City-based chain of drive-in restaurants.

SVP reworks structure

SVP Worldwide officially came out with changes to its credit facility, including the addition of a new second-lien term loan with the funds coming out of its first-lien term loan tranche, and an increase in pricing on the first-lien term loan debt, according to market source.

Through the changes, the first-lien term loan (B1/B+) was downsized to $170 million from $240 million and pricing was flexed up to Libor plus 300 basis points from original talk at launch of Libor plus 250 basis points and rumored guidance during syndication of Libor plus 275 to 300 basis points, the source said.

To compensate for the first-lien reduction, a $70 million second-lien term loan was added to the capital structure with pricing set at Libor plus 600 basis points and call protection of 102 in year one and 101 in year two, the source continued.

These modifications have been whispered around the marketplace since late July but nothing official had been announced until now.

Both the first- and second-lien term loans are "nicely" oversubscribed, the source added.

SVP's $315 million senior secured credit facility also contains a 75 million revolver (B1/B+).

UBS is the lead bank on the deal that will be used to refinance existing debt and fund seasonal working capital build.

SVP is a manufacturer, marketer and distributor of consumer sewing machines.

La Petite trims B loan spread

La Petite Academy Inc. reverse flexed pricing on its $110 million six-year first-lien term loan B (B1/B) to Libor plus 300 basis points from original talk at launch of Libor plus 325 basis points, according to a market source.

Pricing on the company's $20 million five-year revolver (B1/B) stayed at original talk of Libor plus 325 basis points with a 50 basis point commitment fee, and pricing on the $85 million 61/2-year second-lien term loan (B3/CCC) stayed at original talk of Libor plus 725 basis points, the source added.

Now that spreads have firmed up, allocations on the transaction are expected to go out sometime this week.

Credit Suisse and JPMorgan are joint lead arrangers on the $215 million senior secured credit facility that will be used to refinance the company's existing senior credit facility and 10% senior notes due 2008.

La Petite is a Chicago-based for-profit preschool provider.

Asurion breaks

Moving to trading news, Asurion's credit facility hit the secondary with the $615 million first-lien term loan B quoted at par bid, par ½ offered and the $290 million second-lien term loan quoted at 101 bid, 101½ offered, according to a trader.

The first-lien term loan B is priced with an interest rate of Libor plus 300 basis points, and the second-lien term loan is priced with an interest rate of Libor plus 625 basis points.

During syndication, the first-lien term loan B was downsized from $740 million and pricing was flexed up from original talk at launch of Libor plus 275 basis points, and the second-lien loan was upsized from $165 million with pricing remaining at initial talk.

Asurion's $980 million credit facility also contains a $75 million revolver.

With the changes made during the syndication process, the opening first-lien leverage covenant is 4.75x as opposed to the originally contemplated 5.25x and the fixed charge coverage ratio is 1.15 as opposed to the originally proposed 1.2x.

Bank of America, Goldman Sachs and Merrill Lynch are the lead banks on the deal, with Bank of America the left lead.

Proceeds will be used to refinance existing debt and fund a $680 million dividend payment.

Asurion is a Nashville, Tenn., provider of mobile protection services for the wireless telecommunications industry.

Regency closes

Regency Gas Services LP completed its acquisition of TexStar Field Services for 5.2 million restricted common units and $235 million of cash and assumed debt, according to a company news release.

To fund the transaction, Regency got a new $850 million credit facility (B1/B+) consisting of a $600 million seven-year term loan B with an interest rate of Libor plus 250 basis points and a $250 million five-year revolver.

During syndication, pricing on the term loan B was flexed up from original talk at launch of Libor plus 225 basis points.

Total leverage is 4.9x.

UBS, Wachovia and Citigroup acted as the lead banks on the deal, with UBS the left lead on the term loan B and Wachovia the left lead on the revolver.

Regency is a Dallas-based midstream master limited partnership. TexStar is a San Antonio-based midstream natural gas gathering, processing and treating company.

Wynn closes

Wynn Las Vegas LLC closed on its $1.125 billion amended and restated credit facility on Tuesday, consisting of a $900 million revolver due 2011 at Libor plus 162.5 basis points and a $225 million term loan B due 2013 at Libor plus 187.5 basis points.

During syndication, the term loan B was downsized from $400 million and the revolver was upsized from $725 million.

Deutsche Bank and Bank of America acted as the lead banks on the deal, with Deutsche the left lead.

Proceeds from the credit facility were used to refinance the Las Vegas-based casino company's existing credit facility, including the existing approximately $400 million term loan that is priced at Libor plus 212.5 basis points.

Visteon closes

Visteon Corp. closed on its new European and U.S. five-year revolving credit facilities with a total availability of up to $675 million, according to a company news release.

The revolvers replace the company's $500 million multi-year secured revolver that was to expire in June 2007.

The European receivables securitization of $325 million was led by Citigroup Global Markets Inc., JPMorgan Securities Inc. and UBS Securities LLC.

The U.S. secured revolver of $350 million was led by JPMorgan Securities Inc. and Citigroup Global Markets Inc.

Originally, the total deal size was expected to be $700 million, but it was reduced by $25 million during syndication.

Visteon is a Van Buren Township, Mich., automotive supplier.

CharterMac closes

CharterMac closed on its $500 million credit facility (Ba3/BB) consisting of a $250 million three-year revolver and a $250 million six-year term loan B, according to a company news release.

Pricing on the term loan is Libor plus 250 basis points.

During syndication, the revolver was upsized from $150 million, the term loan was downsized from $350 million and pricing on the term loan ended up at the high end of revised guidance of Libor plus 225 to 250 basis points. At launch, the term loan was being talked at Libor plus 200 basis points.

UBS and Bank of America acted as the lead banks on the deal.

Proceeds are being used to fund the acquisition of ARCap Investors, LLC, retire existing debt and for general corporate purposes.

CharterMac is a New York-based full-service real estate finance company. ARCap is a Dallas-based fund manager specializing in the acquisition, management and servicing of high-yield commercial mortgage-backed securities and high-yield direct real estate loans.

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