Carestream Health, Advanstar Communications free to trade; ValleyCrest accelerates deadline

By Sara Rosenberg

New York, June 5 - Carestream Health Inc.'s credit facility made its way into the secondary market on Wednesday, with the first-lien term loan quoted above its original issue discount price, and Advanstar Communications Inc. broke, too.

Over in the primary, ValleyCrest Cos. LLC moved up the commitment deadline on its term loan, Herff Jones, Walter Energy Inc., AMF Bowling Centers Inc. (Bowlmor AMF), Stallion Oilfield Holdings Inc., Granite Broadcasting Corp. and Harron Communications LP set talk with launch, and Armacell announced new deal plans.

Carestream Health breaks

Carestream Health's credit facility broke for trading on Wednesday, with the $1.85 billion six-year first-lien covenant-light term loan (B1/B+) quoted at 99 bid, 99½ offered and the $500 million 61/2-year second-lien covenant-light term loan (Caa1/B-) quoted at 98 bid, 99 offered, according to a market source.

Pricing on the first-lien term loan is Libor plus 400 basis points with a 1% Libor floor, and it was sold at an original issue discount of 981/2. There is 101 repricing protection for one year.

The second-lien term loan is priced at Libor plus 850 bps with a 1% Libor floor, and was sold at 98. The debt is non-callable for one year, then at 103 in year two, 102 in year three and 101 in year four, with an initial public offering carve-out.

During syndication, pricing on the first-lien loan was lifted from talk of Libor plus 325 bps to 350 bps, the discount was widened from 99 and amortization was changed to 5% per annum from 1%. Also, the second-lien loan was flexed up from Libor plus 750 bps, the discount was changed from 99 and the call protection was beefed up from 103 in year one, 102 in year two and 101 in year three.

Carestream lead banks

Credit Suisse Securities (USA) LLC, Bank of America Merrill Lynch and Goldman Sachs & Co. are leading Carestream's $2.5 billion credit facility, which also includes a $150 million revolver (B1/B+).

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

Carestream is a Rochester, N.Y.-based provider of medical and dental imaging products.

Advanstar begins trading

Advanstar Communications' credit facility also hit the secondary, with the $300 million first-lien term loan (B1/B+) seen at 99¼ bid, par offered, and the $175 million second-lien term loan (Caa2/CCC+) seen at 99 bid, according to a market source.

Pricing on the first-lien term loan is Libor plus 425 bps, after firming at the wide end of the Libor plus 400 bps to 425 bps talk. There is a 1.25% Libor floor and 101 soft call protection for one year, and the debt was sold at an original issue discount of 99.

The second-lien term loan, meanwhile, is priced at Libor plus 825 bps, after finalizing at the high side of the Libor plus 800 bps to 825 bps guidance. There is a 1.25% Libor floor and call protection of 103 in year one, 102 in year two and 101 in year three, and the debt was issued at 981/2.

Goldman Sachs Bank USA and Credit Suisse Securities LLC leading the $495 million credit facility, which also provides for a $20 million revolver (B1/B+).

Proceeds are being used by the Santa Monica, Calif.-based marketing, media and events company to refinance existing debt.

BWIC/OWIC surfaces

In more secondary happenings, a roughly $153 million Bid-Wanted-In-Competition and a roughly $142 million Offers-Wanted-In-Competition was announced on Wednesday, with the transactions having a deadline of 2 p.m. ET on Thursday, according to a trader.

Some of the larger pieces of debt in the BWIC include Alliance Laundry Systems LLC's initial first-lien term loan, CHG Healthcare Services Inc.'s first-lien term loan, Hubbard Broadcasting Inc.'s tranche-1 term loan, J.C. Penney Corp. Inc.'s term loan-1, Michaels Stores Inc.'s term loan B and PQ Corp.'s 2013 term loan.

And, the larger pieces of debt in the OWIC include Data Device Corp.'s first-lien term loan, Fly Funding II Sarl's loan, Insight Pharmaceuticals LLC's first-lien term loan, Internet Brands Inc.'s term loan B, Misys plc's first-lien U.S. term loan, NewWave Communications' term loan-1, Summit Materials LLC's term loan B and Warner Chilcott Co. LLC's term loan B-1, the trader added.

ValleyCrest shutting early

Switching to the primary, ValleyCrest accelerated the commitment deadline on its $265 million six-year senior secured covenant-light term loan (B3/B-) to 5 p.m. ET on Wednesday from Thursday, according to a market source.

Price talk on the loan is still Libor plus 475 bps with a 1% Libor floor and an original issue discount of 99, and there is still 101 repricing protection for one year.

Credit Suisse Securities (USA) LLC and Wells Fargo Securities LLC are the lead banks on the deal.

Proceeds will be used to refinance an existing term loan.

ValleyCrest is a Calabasas, Calif.-based provider of landscape maintenance services.

Herff Jones sets guidance

Also on the new deal front, Herff Jones launched with a meeting on Wednesday its $550 million term loan B, at which time price talk was revealed to be Libor plus 350 bps to 400 bps with a 1% Libor floor and an original issue discount of 99, according to a market source.

In addition to the term loan, the company's $700 million credit facility includes a $150 million revolver.

Commitments are due on June 19, the source said.

Jefferies Finance LLC, PNC Capital Markets LLC, Bank of America Merrill Lynch and Wells Fargo Securities LLC are leading the deal that will be used to fund the acquisition of BSN Sports, a Dallas-based distributor of team sports apparel and equipment, and to refinance existing debt.

Herff Jones is an Indianapolis-based manufacturer and publisher of educational products, recognition awards and graduation-related items.

Walter holds call

Walter Energy hosted its lender call, launching its $1.2 billion six-year term loan B with talk of Libor plus 475 bps to 500 bps with a 1% Libor floor, an original issue discount of 99 to 99½ and 101 soft call protection for six months, according to a market source.

The company's $1.55 billion senior secured credit facility also includes a $350 million five-year revolver.

Commitments are due on June 19, the source said.

Morgan Stanley Senior Funding Inc. is the left lead on the deal that will be used to refinance existing term loans.

Walter Energy is a Birmingham, Ala.-based pure-play metallurgical coal producer.

AMF talk emerges

AMF Bowling held its bank meeting in the afternoon, and a few hours before the vent kicked off, price talk on the $230 million 53/4-year first-lien term loan was disclosed, according to a market source.

The loan is talked at Libor plus 550 bps with a 1.25% Libor floor and an original issue discount of 99, the source said, and, as previously reported, the debt has 101 soft call protection for one year.

Commitments for the company's $260 million credit facility, which also provides for a $30 million five-year revolver, are due on June 19.

Credit Suisse Securities (USA) LLC is leading the deal that is being done in connection with the company's emergence from bankruptcy and merger with Strike Holdings LLC (Bowlmor).

Proceeds will be used to repay a debtor-in-possession financing facility and existing bank debt and for general corporate purposes.

Subject to court approval, AMF's bankruptcy emergence and combination with Bowlmor could be completed by the end of June.

AMF is a Richmond, Va.-based bowling center operator.

Stallion Oilfield pricing

Stallion Oilfield revealed talk in the Libor plus 675 bps area with a 1.25% Libor floor and an original issue discount of 98½ to 99 on its $350 million five-year senior secured covenant-light term loan (B3/B) that launched during the session, according to a market source.

The loan has hard call protection of 102 in year one and 101 in year two.

Bank of America Merrill Lynch and Jefferies Finance LLC are leading the deal that will be used to redeem the remaining $134 million of the company's senior secured notes due 2015, to fund some of a roughly $217 million dividend to stockholders and for other corporate purposes.

With the term loan, the company is looking to amend its Bank of America-led asset-backed loan to increase the size to $65 million from $50 million.

Stallion Oilfield is a Houston-based provider of wellsite support, completion, production and logistics services to oil and gas exploration and production companies, drilling contractors and other service companies.

Granite Broadcasting launches

Granite Broadcasting announced in the morning, and launched with a call in the afternoon, a $197.9 million term loan B due May 2018 that is talked at Libor plus 525 bps with a 1.25% Libor floor, an original issue discount of 99¾ and 101 soft call protection for one year, a market source said.

Proceeds will be used to refinance an existing term loan B due May 2018 priced at Libor plus 725 bps with a 1.25% Libor floor.

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

Granite Broadcasting is a New York-based television broadcasting company focused on operating local TV, online and mobile properties.

Harron comes to market

Harron Communications held a call on Wednesday morning to launch a $465 million credit facility that will be used to refinance existing debt, according to a market source.

The facility consists of a $60 million revolver and a $180 million term loan A, both talked at Libor plus 250 bps, and a $225 million term loan B talked at Libor plus 275 bps with a 0.75% Libor floor, a par offer price and 101 soft call protection for six months, the source remarked.

Lead bank, SunTrust Robinson Humphrey Inc., is asking for commitments by June 12.

Leverage is 3.4 times on a senior basis and 5.9 times total.

Harron Communications is a Frazer, Pa.-based provider of digital television, high-speed internet, digital phone and business services.

Armacell readies deal

Armacell set a bank meeting for 10 a.m. ET in New York on Friday to launch a $360 million U.S. credit facility and a €100 million seven-year first-lien covenant-light term loan, according to a source.

The U.S. facility includes a $65 million revolver, a $210 million seven-year first-lien covenant-light term loan talked at Libor plus 350 bps to 375 bps with a 1% Libor floor, an original issue discount of 99½ and 101 repricing protection for one year, and an $85 million 71/2-year second-lien covenant-light term loan talked at Libor plus 725 bps to 750 bps with a 1% Libor floor, a discount of 99 and call protection of 102 in year one and 101 in year two, the source said.

Meanwhile, the euro term loan is talked at Euribor plus 375 bps to 400 bps with a 1% floor, an original issue discount of 99½ and 101 repricing protection for one year.

Credit Suisse Securities (USA) LLC, BNP Paribas Securities Corp. and HSBC Securities (USA) Inc. are leading the deal that will be used to help fund the buyout of the engineered foams manufacturing company by Charterhouse Capital Partners.

Commitments are due on June 20, the source added.

NRG closes

In other news, NRG Energy Inc. completed $2,022,000,000 term loan B due July 1, 2018 that is priced at Libor plus 200 bps with a 0.75% Libor floor, according to a news release.

The B loan, which includes $450 million of incremental debt, has 101 soft call protection for six months. The incremental loan was sold at an original issue discount of 99½ and the existing amount was sold at par.

During syndication, the spread on the loan firmed at the tight end of the Libor plus 200 bps to 225 bps talk.

Proceeds were used to reprice the existing term loan, and the incremental amount was used to help fund the redemption of GenOn 2014 unsecured notes and for other general corporate purposes, including financing the Gregory plant acquisition.

NRG reprices revolver

In addition, NRG repriced its revolving credit facility to Libor plus 225 bps from Libor plus 275 bps, extended the maturity by two years to 2018 and upsized the tranche to $2.5 billion from $2.3 billion.

Morgan Stanley Senior Funding Inc. and Credit Suisse Securities (USA) LLC were the joint lead arrangers and bookrunners on the incremental term loan, and the repricing was led by Morgan Stanley, Bank of America Merrill Lynch, Barclays, Citigroup Global Markets Inc., Credit Suisse, Deutsche Bank Securities Inc., Goldman Sachs Bank USA., J.P. Morgan Securities LLC, RBS Securities Inc., Mitsubishi UFJ Financial Group and Union Bank.

NRG is a wholesale power generation company with headquarters in Princeton, N.J., and Houston.

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