Swift, Deluxe, Douglas tweak deals; IPC, Central Parking, SafeNet set talk; Neff upsizes; Discovery breaks

By Sara Rosenberg

New York, May 3 - Swift Transportation Co. Inc. made some changes to its credit facility, including downsizing its revolver, adding a new letter-of-credit facility tranche and increasing pricing across the board.

Also making changes was Deluxe Entertainment Services Group, as it upsized its first-lien term loan and cut pricing on all tranches, and Douglas Dynamics LLC, as it lowered pricing on its term loan B.

In other primary news, IPC Information Systems, Central Parking Corp. and SafeNet Inc. released official price talk on their credit facilities as all three deals were launched with bank meetings during Thursday's session.

And, Neff Corp. launched its deal on Thursday with a larger-than-expected second-lien term loan component because of strong demand.

Meanwhile, in the secondary market, Discovery Communications Holdings LLC's term loan B freed up for trading, with levels ending the day in the high par to 101 context.

Swift Transportation announced some modifications to its credit facility that included carving out a new letter-of-credit facility from the revolver and flexing pricing higher on everything, according to a market source.

The five-year revolver is now sized at $250 million, down from $450 million, and pricing was increased to Libor plus 300 basis points from original guidance at launch of Libor plus 250 bps to 275 bps, the source said.

On the flip side, a new $200 million letter-of-credit facility was added to the capital structure with pricing on the tranche set at Libor plus 300 bps, the source continued.

And, lastly, pricing on the Phoenix truckload carrier's $1.72 billion seven-year term loan B (size unchanged) was flexed up to Libor plus 300 bps from original talk of Libor plus 250 bps to 275 bps, the source added.

Morgan Stanley, Wachovia and JPMorgan are joint lead arrangers and joint bookrunners on the $2.17 billion senior secured credit facility (B1/B+), with Morgan Stanley the left lead.

Proceeds will be used to help fund the buyout of Swift by Jerry Moyes, the company's largest shareholder, a current director and former chairman of the board and chief executive officer.

Under the acquisition agreement, Moyes and some of his family members will acquire Swift in an all-cash transaction valued at $2.74 billion, including the assumption of about $332 million of net debt. Swift stockholders will receive $31.55 in cash per share.

Other acquisition financing is coming from $835 million of second-lien senior secured floating- and fixed-rate notes.

Based on adjusted EBITDA of $462 million for the last 12 months ended March 31, first-lien term loan B leverage is 3.7 times and total leverage is 5.5 times.

Deluxe upsizes, cuts spreads

Deluxe Entertainment Services also came out with some revisions to its credit facility, including increasing the size of its first-lien term loan and reverse flexing pricing by 50 bps across the board, according to a syndicate document.

The six-year first-lien term loan (B) is now sized at $610 million, up from $585 million, and pricing was reduced to Libor plus 225 bps from original talk of Libor plus 275 bps. The extra proceeds will be used to help fund a special dividend.

In addition, pricing on the $25 million six-year synthetic revolver (B) was flexed down to Libor plus 225 bps from Libor plus 275 bps and pricing on the $110 million 61/2-year second-lien term loan (CCC+) was flexed down to Libor plus 600 bps from Libor plus 650 bps.

Credit Suisse and Bear Stearns are the joint lead arrangers on the now $745 million (up from $720 million) deal.

Proceeds will be used to refinance existing debt.

Deluxe is a Hollywood, Calif., provider of products and services to the motion picture industry.

Douglas trims B loan pricing

Douglas Dynamics lowered pricing on its $85 million six-year term loan B (Ba2/BB-) to Libor plus 225 bps from original talk at launch of Libor plus 300 bps, according to a syndicate document.

Pricing on the company's $60 million five-year ABL revolver was left unchanged at Libor plus 150 bps.

Credit Suisse is the lead arranger on the $145 million deal, which will be used to refinance existing debt.

Douglas Dynamics is a Milwaukee, Wis., manufacturer, seller and supporter of snow and ice control equipment.

IPC price talk

In more primary happenings, IPC Information held a bank meeting on Thursday morning to kick off syndication on its proposed $1.23 billion credit facility, and in conjunction with the launch, price talk surfaced, according to a market source.

The $75 million revolver (B1/B) and $840 million first-lien term loan B (B1/B) were both presented to lenders with opening talk of Libor plus 225 bps, while the $315 million second-lien term loan (Caa1/CCC+) was presented with talk of Libor plus 550 bps, the source said.

The second-lien term loan carries call protection of 102 in year one and 101 in year two, the source added.

JPMorgan, Goldman Sachs and UBS are the joint bookrunners banks on the deal, with JPMorgan the left lead on the first lien and Goldman the left lead on the second lien.

Proceeds will be used to help fund its acquisition of WestCom Corp. as well as to refinance its existing bank debt.

IPC is a New York-based communications services provider. WestCom is a New York-based telecommunications company.

Central Parking guidance emerges

Central Parking also launched its $405 million senior secured credit facility on Thursday, at which time it too came out with price talk information, according to a market source.

The $75 million six-year revolver (Ba2/B), $225 million seven-year first-lien term loan (Ba2/B) and $55 million seven-year synthetic letter-of-credit facility (Ba2/B) were all launched with talk of Libor plus 250 bps, while the $50 million 71/2-year second-lien term loan (B2/CCC+) was launched with talk of Libor plus 550 bps to 600 bps, the source said.

The second-lien term loan carries call protection of 102 in year one and 101 in year two.

Central Parking's morning bank meeting was heard to be very well attended with lots of existing lenders and new guys showing up, the source added.

Goldman Sachs is the lead bank on the deal.

Proceeds will be used to help fund the leveraged buyout of Central Parking for $22.53 per share in cash by KCPC Holdings, Inc., a company formed by Kohlberg & Co., LLC, Lubert-Adler, LP, and Chrysalis Capital Partners, LP, for this transaction.

Other leveraged buyout financing will come from up to $417.8 million in first mortgage and mezzanine financing from Greenwich Capital Financial Products, Inc. and Goldman Sachs Mortgage Co.

Central Parking is a Nashville, Tenn., provider of parking and transportation-related services.

SafeNet sets official talk

Also on the price talk, SafeNet announced official guidance on its proposed $400 million credit facility that just happened to be in line with previous expectations, which were based on filings with the Securities and Exchange Commission, according to a market source.

The $250 million seven-year first-lien term loan and the $25 million six-year revolver were both launched to lenders on Thursday with price talk of Libor plus 250 bps, while the $125 million eight-year second-lien term loan was launched with talk of Libor plus 600 bps, the source said.

The revolver has a 50 bps commitment fee.

The second-lien term loan carries call protection of 102 in year one and 101 in year two.

Deutsche Bank and Citigroup are joint lead arrangers on the deal.

Proceeds will be used to help fund the already completed acquisition of SafeNet by Vector Capital in a transaction valued at about $634 million.

The acquisition consisted of a tender offer for all outstanding shares of SafeNet, which involved the tender of more than 83% of the outstanding common shares of the company.

SafeNet is a Belcamp, Md., developer, marketer and seller of hardware and software information security products and services.

Neff launches upsized deal

Neff decided to launch its 71/2-year covenant-light second-lien term loan (B3/B-) on Thursday morning with a size of $270 million instead of the previously expected size of $250 million because demand for the paper is "high", according to a market source.

Price talk on the second-lien term loan is Libor plus 400 bps - in line with original expectations.

Neff's $620 million (up from $600 million) credit facility also includes a $350 million six-year ABL revolver talked at Libor plus 150 bps.

Bank of America, CIBC, General Electric Capital Corp. and UBS are the lead banks on the deal, with Bank of America the left lead.

Proceeds will be used to help fund Lightyear Capital LLC's acquisition of the company from Odyssey Investment Partners.

In addition to helping fund the buyout, the new debt will be used to repay the company's existing debt, including its 11¼% second-priority senior secured notes due 2012, its 13% senior subordinated notes due 2013 and its ABL credit facility

Neff is a Miami-based construction equipment rental company.

Solera well received

Solera Holdings LLC's $607.5 million term loan B is "very oversubscribed" at current price talk of Libor plus 200 bps, according to a market source.

The term loan B will be divided into a U.S. and a euro tranche. The U.S. and euro split is still to be determined, but the loan is expected to be 50% to 60% euro.

Solera's $657.5 million amended and restated senior credit facility (B1/B+) also includes an existing $50 million revolver.

Goldman Sachs and Citigroup are the joint bookrunners on the deal, with Goldman the lead arranger.

Proceeds will be used to refinance existing debt, including a $240 million term loan B, a €220 million term loan B, a €165 million second-lien term loan and an €80 million mezzanine financing.

The facility is being done in connection with the company's initial public offering of common stock.

Solera is a San Ramon, Calif., provider of software and services to the automobile insurance claims processing industry.

Skillsoft firms pricing

SkillSoft plc firmed up pricing on both tranches under its $225 million secured credit facility (B2) at Libor plus 275 bps, the high end of original guidance of Libor plus 250 bps to 275 bps, according to a syndicate document.

Tranching on the deal is comprised of a $25 million five-year revolver and a $200 million six-year term loan B.

The revolver has a 50 bps commitment fee.

Credit Suisse is the lead bank on the deal, which will be used to fund the acquisition of NETg from the Thomson Corp. for about $285 million.

SkillSoft is a Nashua, N.H., provider of e-learning and performance support services for business, government and education. NETg is a Scottsdale, Ariz., developer of e-learning courses for information technology, desktop skills and professional development.

JRD flexes up

JRD Holdings Inc. increased pricing on its $955 million term loan to Libor plus 225 bps from original talk at launch of Libor plus 200 bps, according to a buyside source.

The company's $1.08 billion credit facility also includes a $125 million revolver.

JPMorgan is the lead bank on the deal, which will be used for a recapitalization.

JRD is a wholesale groceries, frozen foods, fresh meats, beer and tobacco products business.

White Birch revises structure

White Birch Paper Co. carved a second-lien term loan out of its first-lien term loan and raised pricing on the first-lien term loan tranche, according to a syndicate document.

The seven-year first-lien term loan B (B2/B+) is now sized at $425 million, down from $550 million, and pricing was increased to Libor plus 275 bps from original talk of Libor plus 250 bps.

Meanwhile, a new $125 million eight-year second-lien term loan (B) was added to the deal, with pricing set at Libor plus 440 bps, the document added.

Credit Suisse is the lead arranger on the deal, which will be used to refinance the company's senior secured first-lien term loan and senior secured second-lien term loan.

White Birch is a Toronto-based newsprint company.

Discovery frees to trade

Switching to the secondary market, Discovery Communications' $1.5 billion term loan B allocated and broke for trading, with levels quoted at par ½ bid, par ¾ offered on the open and then moving up to par ¾ bid, 101 offered, where it closed out the day, according to a trader.

The term loan B is priced at Libor plus 200 bps.

Bank of America is the lead bank on the deal.

Proceeds will be used to fund the redemption of all Discovery Communications stock held by Cox Communications Holdings, Inc.

As part of the transaction, Discovery Communications is transferring a wholly owned subsidiary to Cox that includes all of the assets and businesses of Travel Channel, Travelchannel.com, Antenna Audio and $1.275 billion of cash.

Discovery Communications is an Englewood, Colo.-based nonfiction media company.

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