AWAS, Wolverine, Zayo add-on break; AMC higher with amendment modifications; LHP flexes

By Sara Rosenberg

New York, June 26 - AWAS Aviation Capital Ltd.'s term loan freed up for trading during Tuesday's session with levels seen above the original issue discount price, and Wolverine Worldwide Inc. and Zayo Group LLC's add-on term loan B broke as well.

Additionally, AMC Entertainment Holdings Inc. reworked its senior secured credit facility amendment, providing for an increase in pricing in one term loan tranche and adding a Libor floor to another, and following the changes, the debt was quoted higher in the secondary market.

In other news, LHP Hospital Group Inc. came out with changes to the spread, original issue discount and call protection on its term loan B, LS Power upsized its loan and cut pricing, while widening the discount, and Intelligrated disclosed price talk on its first- and second-lien loans in connection with its launch.

AWAS tops OID

AWAS Aviation's $360 million six-year term loan (Ba2) began trading on Tuesday, with levels quoted at 99 3/8 bid, par 3/8 offered on the open, and then it moved to 99¾ bid, par ½ offered, according to a trader.

Pricing on the loan is Libor plus 450 basis point with a 1.25% Libor floor, and it was sold at an original discount of 99. There is 101 soft call protection for one year.

Recently, pricing on the loan firmed at the tight end of the Libor plus 450 bps to 475 bps talk, and the discount tightened from 981/2.

Goldman Sachs & Co., RBC Capital Markets LLC and Morgan Stanley Senior Funding Inc. are leading the deal that will be used to fund a portfolio of aircraft.

AWAS is a Dublin-based aircraft leasing company.

Wolverine frees up

Wolverine Worldwide's credit facility also hit the secondary market, with the $350 million seven-year term loan B quoted at 99½ bid, par ¼ offered on the break, and then it moved up to 99¾ bid, par ½ offered, according to a trader.

Pricing on the term loan B is Libor plus 375 bps with a step-down to Libor plus 350 bps at less than 3.25 times total net leverage, but only after the delivery of June 30, 2013 financials. There is a 1% Libor floor, 101 soft call protection for one year and a ticking fee of 50% of the drawn spread starting on July 16, stepping up to 100% of the drawn spread plus the Libor floor on Oct. 16. The debt was sold at a discount of 99.

During syndication, the spread firmed at the low side of revised talk of Libor plus 375 bps to 400 bps talk, but in line with initial talk, the step-down and ticking fee were added and the tranche was downsized from $500 million.

Wolverine lead banks

J.P. Morgan Securities LLC and Wells Fargo Securities LLC are leading Wolverine Worldwide's $1.1 billion senior secured credit facility (Ba2/BB), which also includes a $200 million five-year revolver and a $550 million five-year term loan A.

Both the revolver and term loan A are priced at Libor plus 225 bps.

Upon the term loan B downsizing, the term loan A was upsized from $400 million.

Proceeds will help fund the company's $1.23 billion purchase of Collective Brands Inc.'s Performance + Lifestyle Group.

The Performance + Lifestyle business operates from Lexington, Mass. and includes the wholesale and retail operations of the Sperry Top-Sider, Saucony, Stride Rite and Keds brands.

Wolverine plans notes

Based on filings with the Securities and Exchange Commission, it is expected that Wolverine Worldwide will issue $375 million of senior unsecured notes for the acquisition as well.

Backing the bonds is a commitment for a $375 million senior unsecured bridge loan.

Closing on the transaction is expected late in the third quarter or early in the fourth quarter, subject to customary conditions, including clearance under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and Collective Brands' shareholder approval.

Wolverine Worldwide is a Rockford, Mich.-based marketer of branded casual, active lifestyle, work, outdoor sport and uniform footwear and apparel.

Zayo add-on breaks

Zayo Group brought a $120 million fungible add-on seven-year term loan B to market in the morning, set the offer price at par in the afternoon, and then it freed up for trading at par bid, par ½ offered, according to sources.

Like the term loan B that was syndicated earlier this month, pricing on the add-on is Libor plus 587.5 bps with a 1.25% Libor floor, and the debt includes 101 soft call protection for one year.

Proceeds will be used for general corporate purposes, including potential future acquisitions.

Morgan Stanley Senior Funding Inc. is the sole lead arranger and bookrunner on the add-on loan.

Closing is expected in early July, concurrent with the new credit facility for which Morgan Stanley and Barclays Capital Inc. are the lead arrangers on the term loan and bookrunners with RBC Capital Markets LLC, and SunTrust Robinson Humphrey Inc., Morgan Stanley, Barclays, UBS Securities LLC, RBC and Goldman Sachs & Co. are the arrangers on the revolver.

Zayo existing steady to down

Zayo's existing term loan B that broke for trading around mid-June was quoted at par bid, par ½ offered, with one source saying the debt was unchanged on the day and a second source saying it was down from par 1/8 bid, par 5/8 offered.

The existing B loan was sold at an original issue discount of 98, and during syndication, pricing on the debt had firmed at the midpoint of the Libor plus 575 bps to 600 bps talk.

Proceeds from the original $1.75 billion senior secured credit facility (B1/B), which also provides for a $250 million revolver, $1.25 billion of bonds, $290 million of equity and cash on hand will fund the acquisition of AboveNet Inc. for $84 per share in cash and refinance debt at both companies.

Zayo is a Louisville, Colo.-based provider of fiber-based bandwidth infrastructure and network-neutral colocation and interconnection services. AboveNet is a White Plains, N.Y.-based provider of high-bandwidth connectivity services for businesses and carriers.

AMC tweaks amendment

In more happenings, AMC Entertainment came out with changes to its proposed amendment in the morning that sweetens some loan pricing terms, and lenders were asked to get their consents in by 5 p.m. ET on Tuesday, a market source said.

Under the changes, the company will lift the spread on its 2018 term loan B-3 tranche by 50 bps to Libor plus 375 bps and add a 1% Libor floor to its 2016 term loan B-2 tranche, the source remarked.

Lenders are still being offered a 25 bps amendment fee.

Citigroup Global Markets Inc. is leading the amendment process for the Kansas City, Mo.-based movie exhibitor.

AMC trades up

With the announcement, AMC Entertainment's term loan B-2 and B-3 moved to 99½ bid, par offered in trading, compared to levels 99¼ bid, 99¾ offered on Monday, a trader told Prospect News.

The company is seeking the amendment to permit a change of control as a result of its acquisition by Dalian Wanda Group Co. Ltd. for about $2.6 billion and to change its fiscal year to the calendar year-end.

Closing on the buyout is expected by September, subject to customary conditions and the receipt of U.S. and China regulatory approvals.

As part of the transaction, Dalian Wanda intends to invest up to an additional $500 million in AMC over time to fund strategic and operating initiatives.

LHP revises terms

Over on the new deal front, LHP Hospital modified its $275 million six-year term loan B, increasing pricing and original issue discount, and sweetening call premiums, according to a market source.

The B loan is now talked at Libor plus 750 bps with a 1.5% Libor floor and an original issue discount of 96 to 97, versus earlier talk of Libor plus 675 bps to 700 bps with a 1.5% floor and a discount of 98, the source said.

In addition, the soft call protection was changed to 102 in year one and 101 in year two from just 101 in year one, the source continued.

LHP deadline

Lead banks Citigroup Global Markets Inc., Morgan Stanley Senior Funding Inc., Bank of America Merrill Lynch and Regions Bank are seeking recommitments towards LHP Hospital's credit facility by noon ET on Wednesday, the source added.

Along with the term loan B, the $375 million senior secured credit facility (B3/B) includes a $100 million five-year revolver.

Proceeds will be used to refinance existing debt and for acquisitions.

LHP Hospital is a Plano, Texas-based provider of hospital capital and expertise to not-for-profit hospitals and hospital systems.

LS Power reworked

LS Power also made changes to its deal, upsizing its seven-year first-lien term loan (Ba2) to $800 million from $750 million, trimming pricing to Libor plus 425 bps from Libor plus 450 bps and moving the discount price to 98 from 981/2, according to a market source.

As before, the loan, which is being issued by LSP Madison Funding LLC, has a 1.25% Libor floor and soft call protection of 102 in year one and 101 in year two.

Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc. and Morgan Stanley Senior Funding Inc. are leading the deal that will refinance existing project level debt, fund reserve accounts, fund a one-time distribution to the sponsor and for general corporate purposes.

LS Power is a New York-based company that has a diversified portfolio of power generating facilities.

Intelligrated talk emerges

Intelligrated held a bank meeting on Tuesday morning to kick off syndication on its proposed credit facility, and with the event price talk on the term loans was announced, according to a market source.

The $215 million covenant-light first-lien term loan (B1/B) is talked at Libor plus 525 bps to 550 bps and the $90 million covenant-light second-lien term loan (Caa1/CCC+) is talked at Libor plus 925 bps to 950 bps, with both having a 1.25% Libor floor and an original issue discount of 98, the source said.

There is soft call protection of 102 in year one and 101 in year two on the first-lien term loan, and on the second-lien term loan call premiums are 103 in year one, 102 in year two and 101 in year three, the source continued.

Intelligrated to get revolver

Intelligrated's $340 million credit facility, for which commitments are due on July 13, also includes a $35 million revolver (B1/B), the source remarked.

RBC Capital Markets LLC and Morgan Stanley Senior Funding Inc. are the lead banks on the deal, with RBC left lead on the first-lien and Morgan Stanley left lead on the second-lien.

Proceeds will be used to help fund the company's acquisition by Permira from Gryphon Investors. The transaction, valued at more than $500 million, is expected to close in the third quarter, subject to regulatory approvals and customary conditions.

Net first-lien leverage is 3.4 times and net total leverage is 4.8 times.

Intelligrated is a Mason, Ohio-based provider of automated material handling services and products.

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