Dean Foods dips; Willbros in price discovery; CamelBak tweaks deal; Michael, Gentiva float talk

By Sara Rosenberg

New York, June 15 - Dean Foods Co.'s term loan debt headed lower in trading on Tuesday as the company launched its amendment and extension proposal to lenders that would push out maturities on pro rata and institutional debt and increase pricing.

Over in the primary market, Willbros Group Inc. has started talking to some potential lenders about bringing its term loan B back to its original size and is looking for feedback on what type of pricing is needed in order to get the deal filled out.

In addition, CamelBak Inc. flexed pricing higher on its credit facility, Michael Foods Inc. released price talk on its bank deal as ratings surfaced, and Gentiva Health Services Inc. began circulating early guidance on its pro rata debt.

Also, Vision Solutions Inc. came out with timing on the launch of its proposed credit facility, Exopack Holding Corp. announced plans for a new loan, and Insight Global launched its new deal.

Dean Foods softens on amend/extend

Dean Foods' term loans lost some ground in trading as the company held a conference call late in the afternoon to present lenders with an amendment and extension request, according to traders.

The term loan B was quoted by one trader at 94 bid, 95 offered, down from 95½ bid, 96¼ offered, and by a second trader at 93½ bid, 94½ offered, down from 95¾ bid, 96¾ offered.

And, the company's term loan A was quoted by the second trader at 96½ bid, no offered, versus 97 bid, 98 offered on Monday.

Under the amend and extend, the company is looking to push out the maturity on up to $500 million of its term loan B and as much of its revolver and term loan A as it can, sources told Prospect News.

Dean Foods offers higher spread

In return for the maturity revisions, Dean Foods is offering pricing of Libor plus 300 basis points on its extended term loan B, extended term loan A and extended revolver, sources continued.

Currently, the company's term loan B is priced at Libor plus 137.5 bps.

In addition, the extended term loan B would have 101 soft call protection for one year, sources added.

JPMorgan is the left lead bank on the deal.

Dean Foods is a Dallas-based food and beverage company.

Willbros figuring out pricing

Switching to the primary, Willbros Group has begun talking to accounts that showed interest in its term loan B and bonds earlier to figure out the right pricing combination - spread, Libor floor and original issue discount - on its term loan B in order to get the tranche fully subscribed at a size of $300 million, according to a market source.

Official price talk on the term loan B is hoped to be out later this week and will be higher than initial guidance, assuming there's enough interest at a price that's reasonable, the source said.

The company is targeting to close on its acquisition of InfrastruX Group Inc., which is what the term loan B will be used to fund, by the end of this month, so something has to be decided soon on the financing, the source added.

Under the acquisition agreement, Wilbros will be paying stockholders of InfrastruX, a Seattle, Wash.-based provider of electric power and natural gas transmission and distribution infrastructure services, cash of $360 million and 7.9 million of new Willbros shares. In addition, InfrastruX stockholders will be eligible for contingent earn-out payments of up to $125 million.

Willbros casualty of market conditions

When Willbros' bank deal was first launched in early April, the four-year term loan B was sized at $300 million and was talked at Libor plus 450 basis points to 500 bps with a 2% Libor floor and an original issue discount of 98 to 981/2. Also, pricing was able to step down by 50 bps after an interim period.

The loan, however, was not getting done at those terms, so the company decided to leave price talk unchanged but downsize the term loan B to $50 million and approach the high-yield market with a $250 million six-year senior secured second-lien notes offering.

These notes were recently scrapped since, by the time they were ready to be launched, the high-yield market had weakened quite a bit, making the revised financing not as attractive as the company had originally thought. The notes were being talked in the 12% area, but never priced.

Now, the funds from the notes are hoped to be moved back into the term loan B if lenders can be enticed to get involved in the deal.

Willbros revolver filled out

Willbros' senior credit facility also includes a $175 million three-year revolver, which has been fully committed for a while now, the source remarked.

At launch, the revolver was being talked at Libor plus 425 bps, with a step-down to Libor plus 375 bps after an interim period. Upfront fees on the revolver were being offered anywhere from 112.5 bps to 137.5 bps, based on commitment size.

It is not clear yet as to whether pricing on the revolver will change if the term loan B pricing is flexed higher, the source added.

Crédit Agricole Corporate and Investment Bank and UBS Securities are the joint bookrunners on Willbros' term loan B, and Crédit Agricole is the bookrunner on the revolver.

Ratings on the facility when it was sized at $475 million were B2/BB-, and when the deal was downsized and the bonds were introduced, the ratings were revised to Ba3/BB+.

Willbros is a Houston-based independent contractor for the oil, gas, power, refining and petrochemical industries.

CamelBak revises spread

CamelBak raised pricing on its $110 million credit facility to Libor plus 525 bps from Libor plus 475 bps, while leaving the 1.75% Libor floor and original issue discount of 98 unchanged, according to sources.

Tranching is comprised of a $95 million term loan and a $15 million revolver.

BNP Paribas is the lead bank on the deal that will be used to refinance existing debt.

CamelBak is a Petaluma, Calif., producer of personal hydration systems.

Michael Foods sets talk

Michael Foods disclosed price talk on its $790 million term loan as a BB- facility rating was announced by Standard & Poor's on Tuesday, according to a market source. A B1 from Moody's Investors Service already came out on Monday.

The term loan is being talked at Libor plus 450 bps to 475 bps with a 1.75% Libor floor and an original issue discount of 98, the source said. And, there is 101 soft call protection for one year.

Bank of America, Goldman Sachs and Barclays are the lead banks on the $865 million deal, which also includes a $75 million revolver, and was launched with a bank meeting on Monday.

Proceeds from the credit facility and $430 million of senior unsecured notes will be used to help fund the buyout of Michael Foods by GS Capital Partners from Thomas H. Lee Partners LP in a transaction valued at $1.7 billion.

Michael Foods is a Minnetonka, Minn.-based producer and distributor of food products to the foodservice, retail and food ingredient markets.

Gentiva pro rata guidance circulates

Gentiva Health Services is whispering price talk on its $325 million of pro rata loans as the debt is getting ready to be launched to banks with a meeting on Wednesday, according to market sources.

The $125 million revolver and the $200 million term loan A are both being guided at Libor plus 400 bps with a 1.5% Libor floor and an original issue discount of 981/2, sources said.

The company's $925 million senior credit facility also includes a $600 million term loan B, but a launch for this tranche is still to be determined.

Sizes of the term loans can shift based on demand, with the term loan A able to go up to $300 million, which would result in the term loan B dropping to $500 million, sources continued.

By comparison, recent filings with the Securities and Exchange Commission had the term loan B sized at $800 million, with no mention of a term loan A, and outlined expected pricing on the revolver and term loan B at Libor plus 325 bps, with the B loan having a 1.5% Libor floor.

Gentiva lead banks

Bank of America, GE Capital, Barclays Bank and SunTrust are the joint lead arrangers and bookrunners on Gentiva's credit facility, with Bank of America the administrative agent.

Covenants include a minimum interest coverage ratio and a maximum total leverage ratio.

Proceeds from the credit facility will be used to help fund the acquisition of Odyssey HealthCare Inc. for $27 per share, for an aggregate purchase price of about $1 billion, and refinance existing debt.

Closing is expected in the third quarter, subject to standard conditions, including regulatory approvals and clearance under the Hart-Scott-Rodino Act as well as approval by Odyssey's stockholders.

Gentiva plans notes

Other funding for Gentiva's purchase of Odyssey HealthCare is expected to come from $305 million of eight-year senior unsecured notes, which are backed by a commitment for a $305 million 12-month senior bridge loan.

Pricing on the bridge loan is Libor plus 700 bps, increasing by 50 bps at the end of each subsequent three-month period, subject to a cap, according to SEC filings.

The cap is 12% if unsecured debt ratings are B2/B- and 12.75% if ratings are lower. In addition, the cap will increase by 50 bps if the closing date is more than 90 days after the date of the commitment letter, which is dated May 23.

Net leverage is expected to be around the 4.0 times area.

Gentiva is an Atlanta-based home health care provider. Odyssey is a Dallas-based provider of hospice care.

Vision Solutions timing emerges

Vision Solutions nailed down timing on the launch of its proposed $255 million senior secured credit facility, with the scheduling of a bank meeting for Thursday, according to a market source.

Previously, the deal was simply labeled as expected June business.

The facility consists of a $240 million six-year term loan and a $15 million five-year revolver, with price talk not yet available, the source said.

Expected ratings are in the mid-to high-single Bs.

Jefferies is the lead bank on the deal.

Vision Solutions funding acquisition

Proceeds from Vision Solutions' credit facility will be used to help fund the acquisition of Double-Take Software Inc. in a transaction with a net offer value of about $242 million and to refinance existing debt.

Under the purchase agreement, Double-Take stockholders will receive $10.55 in cash per share.

Other funding for the transaction will come from $109.8 million of cash on hand.

Closing is expected in the third quarter, subject to customary conditions, including the expiration of the Hart-Scott Rodino waiting period and the approval of Double-Take stockholders.

Vision Solutions, a portfolio company of Thoma Bravo LLC, is an Irvine, Calif.-based provider of high availability, disaster recovery and system management services for IBM Power Systems. Double-Take Software is a Southborough, Mass.-based provider of recovery services.

Exopack readies launch

Exopack has scheduled a bank meeting for Wednesday to launch its proposed $95 million unsecured term loan that is being led by Goldman Sachs, according to a market source.

Proceeds will be used to fund the acquisition of Bemis Co. Inc.'s Menasha, Wis., and Catoosa, Okla., facilities that focus on the production of high performance plastic packaging for retail natural cheeses and shrink bags for fresh red meat.

In addition, the company is seeking an amendment to its existing senior secured credit facility to increase the maximum amount that it can borrow to $130 million and extend the maturity date for up to four years from the amendment date.

Exopack is a Spartanburg, S.C.-based full-service paper and plastic flexible packaging products manufacturer.

Insight Global comes to market

Insight Global held a bank meeting on Tuesday to launch its proposed $141 million credit facility, which is being talked at Libor plus 525 bps with a 1.75% Libor floor and an original issue discount of 98, according to a market source.

BNP Paribas is the lead bank on the deal that is comprised of a $20 million revolver and a $121 million term loan.

Proceeds from the facility, along with $35 million of mezzanine debt, will be used to help fund the buyout of the company by Harvest Partners.

Insight Global is an Atlanta-based provider of IT employment solutions.

TransUnion closes

Madison Dearborn Partners LLC completed its acquisition of a 51% interest in TransUnion from the Pritzker family, according to a news release.

To help fund the transaction, TransUnion got a new $1.15 billion credit facility (Ba3/BB-), consisting of a $950 million term loan and a $200 million revolver, with both tranches priced at Libor plus 500 bps. Pricing on the term loan can step-down to Libor plus 475 bps when net senior secured leverage is 2.75 times.

The term loan includes a 1.75% Libor floor and 101 soft call protection for one year and was sold at an original issue discount of 981/2.

During syndication, the term loan was upsized from $940 million, the revolver was downsized from $250 million, pricing on the term loan was flexed up from Libor plus 375 bps to 400 bps, the discount widened from the 99 area and the soft call protection was added.

Deutsche Bank, Bank of America, JPMorgan and Credit Suisse acted as the lead banks on the deal for the Chicago-based provider of credit and information management.

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