SunCoke, YRC break; Cumulus, DG FastChannel, MCCI set pricing; Academy Sports ups deadline

By Sara Rosenberg

New York, July 21 - SunCoke Energy Inc. reverse flexed pricing on its term loan B, asked for recommitments by midday and then freed the debt up for trading, with levels quoted above the original issue discount price, and YRC Worldwide Inc. hit the secondary market as well.

In more loan happenings, Cumulus Media Inc. and DG FastChannel Inc. finalized pricing on their first-lien term loans at the wide end of talk, while MCCI Medical Group firmed its spread at the tight end of guidance.

Also, Academy Sports + Outdoors accelerated the commitment deadline on its term loan, Ipreo Holdings LLC downsized its deal, and NANA Development Corp. revised its structure, breaking its term loan into a first- and second-lien tranche, and updating pricing.

Additionally, La Paloma Generating Co. LLC and Insight Pharmaceuticals Corp. released term loan guidance as both transactions launched during the session, and Fogo De Chão Churrascaria (Holdings) LLC emerged with new deal plans.

SunCoke lowers spread

SunCoke trimmed pricing on its $300 million seven-year term loan B to Libor plus 300 basis points from talk of Libor plus 325 bps to 350 bps and kept the 1% Libor floor, original issue discount of 99½ and 101 soft call protection for one year intact, according to a market source.

Recommitments were due by noon ET on Thursday.

The company's $450 million credit facility also includes a $150 million five-year revolver.

J.P. Morgan Securities LLC, Credit Suisse Securities (USA) LLC and Bank of America Merrill Lynch are the lead banks on the deal for the Lisle, Ill.-based producer of metallurgical coke.

SunCoke starts trading

After firming up the pricing change, SunCoke's term loan B made its way into the secondary market, with levels quoted at par bid, par ½ offered on the open and then moving up to par ¼ bid, par ¾ offered, according to a trader.

Proceeds from the credit facility, stocks and notes will be used to fund the company's separation from its parent, Sunoco Inc., by repaying some intercompany debt and for general corporate purposes.

The company announced on Thursday morning that it priced its initial public offering of 11.6 million shares of common stock at $16 per share, and on Wednesday, the company priced $400 million of senior notes at par to yield 7 5/8%.

Following completion of the initial public offering, Sunoco is expected to own 83.4% of SunCoke.

YRC frees up

YRC Worldwide's $225 million second-out term loan due Sept. 30, 2014 also broke for trading, with levels quoted at 99½ bid, par ½ offered, according to a trader.

Pricing on the loan is Libor plus 975 bps with a 1.5% Libor floor, and it was sold at an original issue discount of 981/2. The tranche is non-callable for one year, then at 101 in year two.

J.P. Morgan Securities LLC is the lead bank on the deal.

Proceeds will be used to repay outstanding debt under an existing asset-backed securitization facility and for general corporate purposes.

YRC getting first-out loan

YRC is also getting a $175 million senior secured first-out term facility for the refinancing, for which commitments have come from JPMorgan, the Catalyst Capital Group Inc., Cyrus Capital Partners LP and Owl Creek Investments I LLC.

The first-out loan, which is due Sept. 30, 2014, is non-callable for one year, then callable at 101 in year two. Only $30 million may be borrowed at closing.

Pricing on the first-out loan is Libor plus 700 bps with a 1.5% Libor floor and a 700 bps unused fee, according to a filing with the Securities and Exchange Commission.

YRC is an Overland Park, Kan.-based transportation service provider.

Cumulus firms pricing

Back in the primary, Cumulus Media set the spread on its $1.25 billion seven-year first-lien term loan (Ba2/BB) at Libor plus 450 bps, the high end of the Libor plus 425 bps to 450 bps talk, while leaving the 1.25% Libor floor, discount of 99 and 101 soft call protection for one year intact, according to sources.

The company's $2.415 billion credit facility also includes a $375 million five-year revolver (Ba2/BB) and a $790 million 71/2-year second-lien term loan (B2/B-) priced in line with talk at Libor plus 600 bps with a 1.5% Libor floor and a discount of 981/2. The second-lien loan is non-callable for one year, then at 103 in year two, 102 in year three and 101 in year four.

Earlier in syndication, the second-lien term loan was added to the capital structure as the first-lien term loan was downsized from $2.04 billion. Prior to the downsizing, the first-lien loan was talked at Libor plus 375 bps to 400 bps with a 1.25% Libor floor, a discount of 99 to 99½ and 101 soft call protection for one year.

Cumulus buying Citadel

Proceeds from Cumulus' credit facility, along with $500 million of equity from Crestview Partners and Macquarie Capital, will be used to fund the acquisition of Citadel Broadcasting Corp. for $37 per share, or $2.4 billion, and to refinance outstanding debt.

Under the agreement, Citadel stockholders have the option to receive the per-share payment in cash or get 8.525 shares of Cumulus common stock, subject to proration.

Closing is expected by the end of this year, subject to customary conditions, including Citadel stockholder approval, expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act and regulatory approval from the Federal Communications Commission.

J.P. Morgan Securities LLC, UBS Securities LLC, Macquarie Capital, RBC Capital Markets LLC and ING Financial Markets LLC are the lead banks on the credit facility.

Cumulus is an Atlanta-based radio broadcaster. Citadel is a Las Vegas-based radio company.

DG comes at wide end

DG FastChannel firmed pricing on its $490 million seven-year term loan B at Libor plus 450 bps with a 1.25% Libor floor and an original issue discount of 99 versus initial talk of Libor plus 425 bps to 450 bps talk with a 1.25% floor and a discount of 99 to 991/2, according to a market source.

As before, the loan includes 101 soft call protection for one year.

The company's $640 million credit facility (B1/BB-) also provides for an up to $150 million five-year revolver.

J.P. Morgan Securities LLC and Bank of America Merrill Lynch are the lead banks on the deal.

DG funding acquisition

Proceeds from DG FastChannel's credit facility will be used to help fund the purchase of MediaMind Technologies Inc. for $22 per share in cash. The total transaction value is $517 million equity value or $414 million enterprise value, taking into account over $100 million in cash on MediaMind's balance sheet.

The acquisition is being done through a tender offer, which expires on July 22.

Closing is expected in the third quarter, subject to the successful completion of the tender offer, regulatory approval and customary conditions. Early termination under Hart-Scott-Rodino has already been obtained.

DG FastChannel is an Irving, Texas-based provider of digital media services. MediaMind is a New York-based provider of integrated digital advertising services.

MCCI sets spread

MCCI Medical Group firmed pricing on its $155 million first-lien credit facility at Libor plus 450 bps, the tight end of the Libor plus 450 bps to 500 bps talk, and left the 1.5% Libor floor and original issue discount of 99 unchanged, according to a market source.

The facility consists of a $15 million revolver and a $140 million first-lien term loan.

The company is also getting a $40 million second-lien term loan that is not being syndicated.

GE Capital Markets and SunTrust Robinson Humphrey Inc. are the lead banks on the deal that will be used to refinance existing debt and fund a dividend.

MCCI Medical Group is a Miami-based operator of medical centers.

Academy Sports moves deadline

Academy Sports + Outdoors revised the commitment deadline on its $840 million covenant-light term loan (B) to Tuesday afternoon from July 28 as the deal "is going well," a market source told Prospect News.

The term loan is talked at Libor plus 475 bps to 500 bps with a 1.5% Libor floor, an original issue discount of 98½ and 101 soft call protection for one year.

The company's $1.49 billion credit facility, which just launched on July 19, also provides for a $650 million asset-based revolver.

Academy being acquired

Proceeds from Academy Sports' credit facility, along with $450 million of high-yield bonds, will be used to help fund the buyout of the company by Kohlberg Kravis Roberts & Co.

When the transaction was announced at the end of May, it was said that closing was expected in six to eight weeks, subject to customary conditions.

Morgan Stanley & Co. Inc., Credit Suisse Securities (USA) LLC, Barclays Capital Inc., Goldman Sachs & Co., Mizuho Securities USA Inc. and KKR Financial are leading the term loan and are all involved in the revolver too, but J.P. Morgan Securities LLC is the left lead on that asset-based tranche.

Academy Sports is a Katy, Texas-based chain of sporting goods and outdoor stores.

Ipreo cuts size

Ipreo Holdings trimmed its term loan to $115 million from $150 million and left talk unchanged at Libor plus 650 bps with a 1.5% Libor floor, an original issue discount of 98 and 101 soft call protection for one year, according to a market source.

The company's $135 million credit facility, down from $170 million, still includes a $20 million revolver talked at Libor plus 650 bps with a 1.5% floor and a discount of 98 as well.

Proceeds from the RBC Capital Markets LLC-led facility, along with $105 million of mezzanine debt from Crescent Capital that was upsized from $70 million, will be used to fund the acquisition of the company by Kohlberg Kravis Roberts & Co. LP from Veronis Suhler Stevenson.

Ipreo is a New York-based capital markets and corporate analytics firm.

NANA reworks deal

NANA Development split its $435 million term loan B into a $175 million first-lien term loan (Ba3/BB) and a $260 million second-lien term loan (B3/B+), according to a market source.

Talk on the first-lien term loan is Libor plus 500 bps to 550 bps with a 1.5% Libor floor, an original issue discount of 98 and call protection of 103 in year one, 102 in year two and 101 in year three, the source said.

By comparison, under the original structure, the term loan B was talked at Libor plus 500 bps to 550 bps with a 1.5% floor, a discount of 99 and 101 soft call protection for one year.

As for the new second-lien term loan, that is expected to price in the 12% area and will be non-callable for one year, then at 103 in year two and 101 in year three, the source remarked.

NANA refinancing, acquisition

Proceeds from NANA's credit facility will be used to replace the company's existing credit facility and to fund the acquisition of Grand Isle Shipyard Inc.

Goldman Sachs & Co. is the lead bank on the term loans.

The company is also getting an $85 million five-year ABL revolving credit facility that is being held by Bank of America Merrill Lynch

NANA Development is an Anchorage-based provider of engineering and construction, resource development, facilities management and logistics, real estate and hotel development, and information technology and telecommunications services. Grand Isle is a Galliano, La.-based service provider for the oil and gas industry.

La Paloma discloses talk

La Paloma Generating held a bank meeting on Thursday morning to kick off syndication on its proposed credit facility, and in connection with the event, price talk on the term loans was announced, according to a market source.

The $299.2 million six-year first-lien term loan (B2/B) is being talked at Libor plus 525 bps to 550 bps with a 1.5% Libor floor and an original issue discount of 96 to 97, the source said. As was already reported, this tranche includes 101 soft call protection for one year.

Meanwhile, the company's $110 million seven-year second-lien term loan is being talked at Libor plus 875 bps with a 1.5% Libor floor and an original issue discount of 97, the source remarked. This debt is non-callable for one year, then at 102 in year two and 101 in year three.

La Paloma lead banks

Bank of America Merrill Lynch and Macquarie Capital are the lead arrangers on La Paloma's credit facility, with SunTrust Robinson Humphrey Inc. acting as a co-manager.

The company's $424.2 million credit facility also includes a $15 million five-year working capital facility (B2/B).

Proceeds will be used to refinance existing first- and second-lien term loans that were obtained in 2005, prefund a debt service reserve, prefund 2011 through 2013 major maintenance and cash collateralize $30.2 million letters of credit.

Commitments are due at 5 p.m. ET on Aug. 4.

La Paloma is a 1,022 MW combined-cycle gas-fired facility located in Kern, Calif.

Insight guidance

Also holding a bank meeting and coming out with first- and second-lien term loan price talk was Insight Pharmaceuticals, according to a market source.

The $290 million first-lien term loan is being talked at Libor plus 500 bps with a 1.5% Libor floor and an original issue discount of 99, the source said.

And, the $110 million second-lien term loan is being talked at Libor plus 900 bps with a 1.5% Libor floor and an original issue discount of 981/2, the source said, adding that there is call protection of 103 in year one, 102 in year two and 101 in year three.

Insight revolver

Insight Pharmaceuticals' proposed $420 million credit facility also includes a $20 million revolver.

GE Capital Markets, SunTrust Robinson Humphrey Inc. and RBC Capital Markets LLC are the lead banks on the deal that will be used for acquisition financing.

With this transaction, first-lien leverage is 3.5 times and leverage through the second-lien is 4.9 times.

Insight is a Langhorne, Pa.-based marketer and distributor of branded over-the-counter pharmaceutical products.

Capsugel well-met

In other news, Capsugel's $1.07 billion senior secured credit facility (B1) has seen strong demand from investors, resulting in it being well oversubscribed by Thursday's commitment deadline, according to a market source.

The facility consists of a $920 million seven-year term loan B and a $150 million five-year revolver, with both tranches talked at Libor plus 450 bps with a 1.25% Libor floor. The original issue discount on the B loan is talked at 99 and there is 101 soft call protection for one year.

UBS Securities LLC, Barclays Capital Inc., Deutsche Bank Securities Inc., Mizuho Securities USA Inc. and KKR Capital Markets are leading the deal.

Proceeds will be used to help fund the buyout of the company by Kohlberg Kravis Roberts & Co LP from Pfizer Inc. for $2.375 billion in cash.

Capsugel sells notes

Other funds for Capsugel's buyout will come from a €325 million senior notes offering that priced on Wednesday at par to yield 9 7/8%.

Closing on the transaction is expected in the third quarter, subject to customary conditions, including regulatory approval in certain jurisdictions, such as the United States and the European Union.

Capsugel is a Peapack, N.J.-based manufacturer of hard capsules and drug-delivery systems. The company generated about $750 million of revenue and manufactured more than 180 billion hard capsules in 2010.

Fogo De Chão readies deal

Fogo De Chão has set a lender meeting for Tuesday at 11 a.m. ET in New York to launch a proposed $205 million credit facility that is being led by J.P. Morgan Securities LLC, according to a market source.

The facility consists of a $10 million five-year revolver and a $195 million seven-year term loan B, the source said, adding that price talk is not yet available.

Proceeds will be used to finance the acquisition of shares from current shareholders.

Fogo De Chão is a Dallas-based steakhouse chain in the United States and Brazil.

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