Level 3, Sensata, Cinemark, Metaldyne, Compusearch break; primary activity keeps growing

By Sara Rosenberg

New York, May 6 – Level 3 Financing Inc., Sensata Technologies BV, Cinemark USA Inc., Metaldyne Performance Group Inc. and Compusearch all saw their deals free up for trading during Wednesday’s market hours.

And, in more secondary happenings, WideOpenWest Finance LLC’s term loan B was softer with repricing news, and Community Health Systems Inc. and Wendy’s Co. saw movement on their loans with refinancing announcements.

Meanwhile, in the primary market, Houghton Mifflin Harcourt Publishers Inc. upsized its term loan B, MJ Acquisition Corp. cut pricing on its term loan B, revised the issue price and extended the call protection, Black Knight InfoServ LLC tightened the spread and original issue discount on its term loan B and added a pricing step-down, and Penton Media Inc. added a pricing grid to its loan.

In addition, American Airlines Inc. came to market with an extension and repricing transaction, Energizer SpinCo Inc. disclosed talk with launch, Accuvant Inc./FishNet Security Inc. revealed original issue discount talk on its incremental loans, and At Home emerged with new deal plans.

Level 3 hits secondary

Level 3 Financing’s $2 billion senior secured term loan B-II (NA/NA/BB+) due May 31, 2022 surfaced in the secondary on Wednesday, with levels seen at 99 7/8 bid, 100 1/8 offered, according to a trader.

Pricing on the loan is Libor plus 275 basis points with a 0.75% Libor floor, and it was sold at an original issue discount of 99.75, after firming at the wide end of the 99.75 to par talk. The debt includes 101 soft call protection for six months.

Bank of America Merrill Lynch and Citigroup Global Markets Inc. are leading the deal that will be used to reprice/refinance an existing $2 billion term loan B due Jan. 31, 2022 that is priced at Libor plus 350 bps with a 1% Libor floor.

Closing is expected on Friday.

Level 3 is a Broomfield, Colo.-based provider of communications services.

Sensata tops OID

Sensata Technologies’ $990.1 million term loan B due Oct. 14, 2021 also began trading, with levels quoted at 99 7/8 bid, 100 1/8 offered, according to a trader.

Pricing on the loan is Libor plus 225 bps with a 0.75% Libor floor, and it was sold at an original issue discount, after finalizing at the tight end of the 99.5 to 99.75 talk. The debt has 101 soft call protection for one year.

Morgan Stanley Senior Funding Inc. and Barclays are leading the deal that will be used to consolidate the existing $393.1 million term loan B due May 12, 2019 and the existing $597 term loan B due Oct. 14, 2021 into a single tranche via a cashless roll with reduced pricing.

Current pricing on the 2019 term loan is Libor plus 250 bps with a 0.75% Libor floor, and current pricing on the 2021 term loan is Libor plus 275 bps with a 0.75% Libor floor.

Closing is targeted for Monday.

Sensata is a supplier of sensing, electrical protection, control and power management services.

Cinemark starts trading

Cinemark’s roughly $684.3 million term loan B due May 2022 freed up as well, with levels seen at 100¼ bid, 101 offered, a trader said.

Pricing on the term loan B is Libor plus 300 bps with no Libor floor, and it was issued with a 25 bps upfront fee, after tightening recently from 50 bps. There is 101 soft call protection for six months.

Barclays, Morgan Stanley Senior Funding, Deutsche Bank Securities Inc. and Wells Fargo Securities LLC are leading the deal.

Proceeds will be used to extend/refinance an existing term loan B due Dec. 18, 2019 that is priced at Libor plus 300 bps with no floor.

Cinemark is a Plano, Texas-based motion picture exhibitor.

Metaldyne frees up

Metaldyne’s repriced U.S. senior secured covenant-light term loan B due October 2021 hit the secondary too, with levels quoted at 100 1/8 bid, 100 5/8 offered, and its new €225 million senior secured covenant-light euro term loan B due October 2021 broke at par bid, 100½ offered, according to a trader.

Pricing on the term loans is Libor/Euribor plus 275 bps with a 1% floor. The U.S. loan was issued at par and the euro loan was issued at 99.5, and both have 101 soft call protection for six months.

During syndication, the size on the euro term loan firmed in the middle of the €200 million to €250 million talk and pricing was lowered from Euribor plus 300 bps.

Proceeds from the euro term loan will be used to repay a portion of the existing roughly $1.33 billion U.S. term loan B, and the U.S. term loan is being used to reprice the leftover balance of the existing U.S. term loan from Libor plus 325 bps with a 1% Libor floor.

Goldman Sachs Bank USA is leading the deal for the Plymouth, Mich.-based manufacturer of highly engineered metal-based components for engine, transmission and driveline applications.

Compusearch breaks

Another deal to begin trading was Compusearch, with its $115 million six-year first-lien term loan B quoted at 100¼ bid, 100¾ offered, a market source said.

Pricing on the term loan is Libor plus 450 bps with a 1% Libor floor, and it was sold at an original issue discount of 99.75, after tightening during syndication from 99. The debt has 101 soft call protection for six months.

The company’s $181 million facility also includes a $15 million revolver and a $51 million 6½-year second-lien term loan that was privately placed.

SunTrust Robinson Humphrey Inc. is leading the deal that will be used to help fund the buyout of the company by ABRY Partners.

Compusearch is a Dulles, Va.-based provider of software and services that advance commerce and collaboration among government agencies and contractors.

WideOpenWest dips

In more trading news, WideOpenWest’s term loan B fell to par bid, 100½ offered from 100 5/8 bid, 101 offered as plans for a repricing emerged, according to traders.

Under the proposal, the company will pay down $118 million of the first-lien term loan B due April 1, 2019, leaving the balance at $1,411,000,000, and then reprice the debt to Libor plus 325 bps with a 1% Libor floor from Libor plus 375 bps with a 1% Libor floor, a source said.

The repriced loan is talked with a par issue price and 101 soft call protection for six months.

A call to launch the repricing is set for 10:30 a.m. ET on Thursday and commitments will be due on May 14, the source continued.

Also, the company is seeking to amend its credit facility to permit the refinancing of senior subordinated notes with senior unsecured notes and to make lender-friendly changes, the source added.

Credit Suisse Securities (USA) LLC is leading the deal.

WideOpenWest is a Denver-based provider of data, video and telephony services.

Community Health softens

Community Health Systems’ term loan D was quoted at 100 1/8 bid, 100½ offered, down from 100½ bid, 101¼ offered, post-news that the debt is being refinanced, according to a trader.

Also, the Nashville, Tenn.-based hospital company’s term loan F dropped to 100 1/8 bid, 100 5/8 offered from 100½ bid, par 7/8 offered, the trader said.

On Wednesday, Community Health launched without a call a $1 billion term loan G due December 2019 and a $3,544,000,000 term loan H due January 2021 to take out the existing term loan D due January 2021 that is priced at Libor plus 325 bps with a 1% Libor floor.

The term loan G is talked at Libor plus 275 bps with a 1% Libor floor and an original issue discount of 99.5 to 99.75, and the term loan H is talked at Libor plus 300 bps with a 1% Libor floor and a par issue price, a market source remarked. Both term loans have 101 soft call protection for six months.

Credit Suisse Securities (USA) LLC is leading the $4,544,000,000 in covenant-light term loans (BB).

Commitments are due at noon ET on Friday, the source added.

Wendy’s down with refinancing

Wendy’s term loan B slid to par bid, according to one trader, and to 100 1/8 bid, 100½ offered from 100 3/8 bid, 100 5/8 offered, according to a second trader, following the company’s announcement that it intends to refinance its existing senior secured credit facility with a new securitized financing facility.

The securitized facility is expected to consist of $2,275,000,000 of senior term notes and $150 million of variable funding notes.

In addition to repaying the existing senior secured debt, which was about $1.3 billion at March 29, the new facility will be used to pay transaction costs associated with the refinancing, and for general corporate purposes, including the return of cash to shareholders.

Wendy’s is a Dublin, Ohio-based quick-service hamburger company.

Houghton tweaks size

Switching to the primary market, Houghton Mifflin lifted its six-year senior secured covenant-light term loan B to $800 million from $500 million, and kept talk at Libor plus 375 bps with a 1% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, a market source said.

Commitments are still due at 5 p.m. ET on Friday, the source continued.

Citigroup Global Markets Inc. and Wells Fargo Securities LLC are leading the deal that will be used to help fund the $575 million acquisition of the Educational Technology and Services business of Scholastic Corp., to refinance an existing $180 million term loan and, due to the upsizing, for general corporate purposes, including funding a stock repurchase program, the source added.

Closing is expected in late May, subject to customary conditions and regulatory approval.

Houghton Mifflin Harcourt is a Boston-based provider of pre-K-12 education content, services and technology solutions. Educational Technology and Services is a provider of digital intervention curriculum, products and services and related implementation, assessment and school consulting services.

MJ Acquisition sets changes

MJ Acquisition reduced pricing on its $450 million seven-year term loan B (Ba3/BB-) to Libor plus 300 bps from talk of Libor plus 350 bps to 375 bps, modified the original issue discount to 99.75 from 99.5 and extended the 101 soft call protection to one year from six months, a source said.

The term loan B still has a 1% Libor floor.

The company’s $700 million credit facility also includes a $50 million five-year revolver (Ba3/BB-) and a pre-placed $200 million second-lien term loan (Caa1/B-).

J.P. Morgan Securities LLC is leading the deal that will be used with equity to fund the acquisition of Concentra Inc. by MJ Acquisition, a joint venture between Select Medical Holdings Corp. and Welsh, Carson, Anderson & Stowe, from Humana Inc. for about $1,055,000,000 in cash, subject to customary adjustments.

Closing is expected this quarter, subject to regulatory clearance and customary conditions.

Concentra is a health care company that delivers a wide range of medical services to employers and patients.

Black Knight reworked

Black Knight InfoServ reduced pricing on its $400 million seven-year term loan B to Libor plus 300 bps from talk of Libor plus 325 bps to 350 bps, added a step-down to Libor plus 275 bps at less than 2.5 times senior leverage and changed the original issue discount to 99.75 from 99.5, according to a market source.

As before, the term loan B has a 0.75% Libor floor and 101 soft call protection for six months.

The company’s $1.6 billion senior secured credit facility (Ba2/BB) also includes a $400 million five-year revolver and an $800 million five-year term loan A.

J.P. Morgan Securities LLC, Bank of America Merrill Lynch, U.S. Bank and Wells Fargo Securities LLC are leading the deal that will be used to repay, in part, a mirror loan and intercompany loans from Fidelity National Financial Inc., the indirect parent of Black Knight InfoServ.

Closing is subject to the completion of the initial public offering of the class A common stock of Black Knight Financial Services Inc. and market conditions.

Black Knight is a Jacksonville, Fla.-based provider of integrated technology, services, data and analytics.

Penton adds step

Penton Media added a ratings-based pricing step-down to Libor plus 375 basis points on its oversubscribed $514 million term loan (B+), according to a market source.

Initial pricing on the loan is still Libor plus 400 bps with a 1% Libor floor, and there is still 101 soft call protection for six months. The debt continues to be offered at par.

Of the total term loan amount, $60 million is an add-on that will be used to support acquisitions, and $454 million is a repricing of the existing term loan.

Earlier in syndication, pricing on the add-on loan was cut from Libor plus 425 bps with a 1.25% Libor floor and the repricing of the existing term loan from Libor plus 425 bps with a 1.25% Libor floor was added.

GE Capital Markets is leading the deal for the New York-based tradeshow and professional information services company.

Allocations are expected on Thursday, the source added.

American Airlines holds call

Also in the primary, American Airlines surfaced in the morning with plans to hold a lender call at 3:30 p.m. ET to launch an extension of its $1,867,000,000 2013 term loan B to June 2020 from June 2019 and a repricing to Libor plus 275 basis points from Libor plus 300 bps, a market source said.

The term loan would continue to have a 0.75% Libor floor.

In addition, the company is seeking to align the collateral release/substitution terms with comparable Slots, Gates and Routes collateralized credit facilities and to align the restricted payments construct with other American Airlines/US Airways credit facilities, the source added.

Deutsche Bank Securities Inc. is leading the deal for the Fort Worth, Texas-based airline company.

Energizer releases talk

Energizer SpinCo came out with talk of Libor plus 275 bps to 300 bps with a 0.75% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months on its $400 million seven-year term loan B that launched with a bank meeting on Wednesday, a source said.

The company’s $650 million credit facility (Baa3) also includes a $250 million five-year revolver.

Commitments are due on May 14, the source added.

J.P. Morgan Securities LLC is leading the deal that will be used to help fund the spinoff Energizer Holdings Inc.’s household products business into a newly formed publicly traded company named Energizer SpinCo.

St. Louis-based Energizer SpinCo is a manufacturer and marketer of batteries and lighting products.

Accuvant reveals OIDs

Accuvant/FishNet held its call during the session, launching its $100 million incremental first-lien term loan with original issue discount talk of 99.5 to 99.75 and its $70 million incremental second-lien term loan with discount talk of 99, according to a market source.

Pricing on the first-lien term loan is Libor plus 525 bps with a 1% Libor floor, and pricing on the second-lien term loan is Libor plus 900 bps with a 1% Libor floor.

Commitments are due on Monday, the source said.

Jefferies Finance LLC is leading the $170 million in fungible incremental term loans that will be used to fund a distribution to existing shareholders.

Accuvant/Fishnet is a provider of information security services and solutions.

Salient call protection

Salient Partners LP is talking its $160 million term loan with 101 soft call protection for six months, according to a market source.

As previously reported, pricing guidance on the term loan is Libor plus 500 bps with a 1% Libor floor and an original issue discount of 99.

The Houston-based investment management firm’s $175 million credit facility (BB-), which launched with a bank meeting on Wednesday, also includes a $15 million revolver.

Commitments are due on May 20, the source added.

Macquarie Capital (USA) Inc. is leading the deal that will be used to refinance existing debt and fund the acquisition of Forward Management LLC, a San Francisco-based asset management firm.

Closing is expected this quarter, subject to Forward Funds’ shareholder approval and customary conditions.

At Home joins calendar

At Home set a bank meeting for Thursday to launch a $300 million first-lien term loan B (B-), according to market sources.

Bank of America Merrill Lynch and Jefferies Finance LLC are leading the deal that will be used to pay down revolver borrowings and to refinance notes.

At Home is a Dallas-based big box specialty retailer of home décor products.

Zayo closes

In other news, Zayo Group LLC completed its roughly $1.65 billion six-year covenant-light term loan B that was used to reprice an existing term loan and amend the maturity and other covenants and provisions, a news release said.

Pricing on the term loan is Libor plus 275 bps with a 1% Libor floor, and it was sold at a discount of 99.75. There is 101 soft call protection for six months.

During syndication the loan was downsized from roughly $1,995,000,000 as the company opted to sell $350 million of senior notes to be used to pay down the loan, the Libor floor firmed at the high end of the 0.75% to 1% talk, the issue price widened from par, and the maturity was shortened from seven years.

Morgan Stanley Senior Funding Inc., Barclays, Goldman Sachs Bank USA, Citigroup Global Markets Inc., RBC Capital Markets LLC and SunTrust Robinson Humphrey Inc. were the joint bookrunners on the deal and joint lead arrangers with J.P. Morgan Securities LLC.

Zayo is a Boulder, Colo.-based provider of fiber-based bandwidth infrastructure and network-neutral colocation and interconnection services.

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