United Surgical, Delta, Coach, WII set talk; Entegra, Vertafore, J.G. tweak deals; Dean Foods, Sabre break

By Sara Rosenberg

New York, March 29 - United Surgical Partners International Inc., Delta Air Lines, Coach America and WII Components Inc. came out with price talk on their credit facilities as all of these deals were launched with bank meetings during Thursday's market hours.

Also in the primary, Entegra Power Group LLC reverse flexed pricing on its second-lien bank debt, Vertafore Inc. increased the size of its dividend deal and J.G. Wentworth LLC upsized its second-lien term loan while reducing the spread.

Moving to the secondary market, Dean Foods Co. and Sabre Holdings Corp. freed up for trading, with Dean Foods' term loan B ending the session in the low par's and Sabre's term loan B ending the session wrapped around par.

United Surgical Partners held a bank meeting on Thursday to kickoff syndication on its $590 million senior secured credit facility (Ba3/B), and in connection with the launch, price talk on the transaction emerged, according to a market source.

The $100 million six-year revolver, the $100 million 18-month delayed-draw term loan, with seven-year final maturity, and the $390 million seven-year funded term loan were all presented to lenders with opening price talk of Libor plus 225 basis points, the source said.

The revolver carries a 50 bps unused fee and the delayed-draw term loan carries a 125 bps unused fee, the source added.

By comparison, based on filings with the Securities and Exchange Commission, it was previously expected that the facility would be sized at $665 million and would consist of a $100 million six-year revolver, a $100 million seven-year final maturity delayed-draw term loan and a $465 million seven-year term loan, with all three tranches anticipated at Libor plus 250 bps.

Citigroup, Lehman, SunTrust, UBS and Bear Stearns are the lead banks on the deal.

Proceeds will be used to help fund Welsh, Carson, Anderson & Stowe's buyout of the company for $1.8 billion, which includes the assumption of certain debt. Holders of United Surgical common stock will receive $31.05 per share in cash for their shares.

United Surgical is an Addison, Texas, owner and operator of short-stay surgical facilities.

Delta guidance surfaces

Continuing on the price talk front, Delta Air Lines announced guidance on its $2.5 billion exit financing credit facility as it was launched to investors with a bank meeting during the session as well, according to a fund manager.

The $1 billion five-year revolver and the $500 million five-year first-lien term loan A were both presented with talk of Libor plus 200 bps to 225 bps, while the $1 billion seven-year second-lien term loan B was presented with talk of Libor plus 350 bps, the fund manager said.

JPMorgan, Goldman Sachs, Merrill Lynch, Lehman Brothers, UBS and Barclays Capital are the lead banks on the deal, with JPMorgan the left lead on the first-lien debt and Goldman Sachs the left lead on the second-lien debt.

Security will be substantially all of the first-priority collateral in the existing debtor-in-possession facility.

Proceeds will be used to repay the Atlanta-based airline company's $2.1 billion DIP facility led by GE Capital and American Express, to make other payments required upon exit from bankruptcy and to increase its cash balance.

Coach America price talk

Yet another deal to release price talk was Coach America as it too held a bank meeting on Thursday to launch its credit facility into syndication, according to a market source.

The $30 million revolver (B), the $195 million funded first-lien term loan (B), the $50 million delayed-draw for one year first-lien term loan (B) and the $50 million synthetic letter-of-credit facility (B) were all launched with talk of Libor plus 275 bps, while the $55 million second-lien term loan (CCC+) was launched with talk of Libor plus 600 bps, the source said.

The delayed-draw term loan carries a 125 bps undrawn fee.

Call premiums on the second-lien term loan are 102 in year one and 101 in year two.

Bear Stearns and RBS Securities are the joint lead arrangers on the $380 million credit facility, with Bear Stearns acting as bookrunner.

Proceeds will be used to fund Fenway Partners acquisition of the company from Kohlberg & Co.

Coach America is a tour and charter bus operator and a motorcoach services provider.

WII Components spread talk

Last on the subject of price talk is WII Components (Woodcraft), who announced talk of Libor plus 250 bps on its $154 million six-year first-lien term loan B (B1/B) and talk of Libor plus 650 bps on its $64 million seven-year second-lien term loan (Caa1/CCC+), according to a fund manager.

The company's $243 million credit facility also includes a $25 million five-year revolver (B1/B).

Credit Suisse is the left lead bank on the deal, which will be used to refinance existing debt.

WII Components is a St. Cloud, Minn.-based manufacturer of hardwood cabinet doors and components.

Entegra trims pricing

In other primary news, Entegra Power Group reduced pricing on both its $30 million seven-year second-lien synthetic revolver (B3/B+) and its $450 million seven-year second-lien term loan (B3/B+) to Libor plus 250 bps from original talk at launch of Libor plus 275 bps, according to a market source.

Recommitments from lenders were due at 5 p.m. ET Thursday.

The company is also getting an $850 million 81/2-year third-lien mezzanine tranche that is priced at Libor plus 600 bps PIK. Earlier on in syndication, pricing on this loan was reverse flexed from Libor plus 700 bps PIK.

Lehman and Credit Suisse are joint bookrunners on the deal, which will be used to repay existing debt.

Entegra is a Tampa, Fla., owner and operator of power plants.

Vertafore up term loan sizes

Vertafore upsized its first- and second-lien term loans as it decided to increase its dividend payment by $40 million and flexed pricing lower on the second-lien term loan add-on, according to a buyside source.

The first-lien term loan is now sized at $390 million, up from $370 million, and pricing is set at Libor plus 250 bps, the source said.

Meanwhile, the second-lien term loan add-on is now sized at $90 million, up from $70 million, and pricing was reduced to Libor plus 575 bps from original talk at launch of Libor plus 600 bps, the source continued.

Pricing on the company's existing $105 million second-lien term loan debt is being left unchanged at Libor plus 600 bps, the source added.

JPMorgan, Credit Suisse and Wachovia are the lead banks on the dividend recapitalization deal, with JPMorgan left lead on the first-lien and Credit Suisse left lead on the second-lien.

Vertafore is a Windsor, Conn., enterprise software and information services provider to the property and casualty insurance industry.

J.G. Wentworth upsizes, cuts spread

J.G. Wentworth also announced some changes on Thursday, including an increase to its second-lien term loan size and a decrease to its pricing, according to a market source.

The second-lien term loan (Caa1/B-) is now sized at $125 million, up from $100 million, and pricing was reverse flexed to Libor plus 500 bps from original talk at launch of Libor plus 525 bps to 550 bps, the source said.

Call premiums on the second-lien loan remained at 102 in year one and 101 in year two.

J.G. Wentworth's now $450 million (up from $425 million) credit facility also includes a $325 million first-lien term loan (B2/B) that is talked at Libor plus 225 bps to 250 bps.

Deutsche Bank, Bear Stearns and Goldman Sachs are the lead banks on the deal, with Deutsche the left lead.

Proceeds will be used to repay the company's second-lien term loan and to pay a dividend.

J.G. Wentworth is a Bryn Mawr, Pa., company that provides services to individuals who need to access the capital markets by exchanging some or all of their structured settlement or annuity for immediate cash payment.

Dean Foods frees to trade

Switching to secondary happenings, Dean Foods' credit facility broke for trading, with the $1.8 billion seven-year term loan B quoted at par 1/8 bid, par 3/8 offered, according to a trader.

The term loan B is priced at Libor plus 150 bps. During syndication, pricing on this paper was reverse flexed from original talk at launch of Libor plus 175 bps.

Dean Foods' $4.8 billion senior secured credit facility (Ba3/BB) also includes a $1.5 billion five-year revolver and a $1.5 billion five-year term loan A, with both of these tranches priced at Libor plus 150 bps as well.

JPMorgan, Bank of America and Wachovia are the lead banks on the deal.

Proceeds will be used for a recapitalization that will include a roughly $2 billion one-time special cash dividend to shareholders that is payable on April 2 and the refinancing of existing senior secured bank debt.

The company will also be replacing its existing receivables facility with a new secured $500 million three-year facility.

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

Sabre breaks

Also hitting the secondary on Thursday was Sabre Holdings, with its $3.015 billion 71/2-year first-lien term loan B quoted at par bid, par ¼ offered on the open and then moving slightly lower to 99 7/8 bid, par 1/8 offered, where it closed out the day, according to a trader.

The term loan B is priced at Libor plus 225 bps with a step down to Libor plus 200 bps when secured leverage is less than 4.0 times. During syndication, this tranche was upsized from $2.715 billion as a $300 million second-lien term loan (B3/B-) was eliminated from the capital structure, and the pricing step down was added.

The second-lien term loan that was removed from the deal was being talked at Libor plus 500 bps with call protection of 102 in year one and 101 in year two.

Sabre's $3.515 billion senior secured credit facility (B1/B+) also includes a $500 million six-year revolver priced at Libor plus 225 bps.

Deutsche Bank, Merrill Lynch, Goldman Sachs and Morgan Stanley are the lead banks on the deal, with Deutsche the left lead.

Proceeds will be used to help fund the leveraged buyout of Sabre Holdings Corp. by Silver Lake Partners and Texas Pacific Group, to refinance certain debt and for general corporate purposes.

Under the leveraged buyout agreement, Silver Lake and Texas Pacific will acquire the company for $32.75 per share in cash. The transaction is valued at about $5 billion, including the assumption of about $550 million in net debt.

Sabre is a Southlake, Texas, retailer of travel products and provider of distribution and technology services for the travel industry.

Univision closes

Broadcasting Media Partners Inc., an investor group including Madison Dearborn Partners, Providence Equity Partners, TPG, Thomas H. Lee Partners and Saban Capital Group, completed its leveraged buyout of Univision Communications Inc. for $36.25 per share in cash, according to a news release.

To help fund the leveraged buyout, Univision got a new $8.2 billion credit facility (Ba3/B/B+) consisting of a $750 million revolver priced at Libor plus 225 bps, a $7 billion term loan B priced at Libor plus 225 bps with a step down to Libor plus 200 bps if the corporate credit rating is Ba3 or total leverage is less than 9.5 times and a $450 million delayed-draw term loan priced at Libor plus 225 bps with a step down to Libor plus 200 bps if the corporate credit rating is Ba3 or total leverage is less than 9.5 times.

In addition, the company got a new $500 million second-lien asset-sale bridge loan (B3/NA/B-) priced at Libor plus 250 bps.

During syndication, pricing on the revolver, term loan B and delayed-draw term loan firmed up at the low end of original guidance of Libor plus 225 bps to 250 bps, the step down was added to the term loan B and delayed-draw term loan, and pricing on the second-lien bridge loan was reduced from original talk of Libor plus 275 bps to 300 bps.

Deutsche Bank and Bank of America acted as the joint lead arrangers on the credit facility, with Credit Suisse, Wachovia, RBS Securities and Lehman involved as well.

Deutsche and Credit Suisse acted as the joint leads on the bridge facility.

Univision is a Los Angeles-based Spanish-language media company.

Lamar Media closes

Lamar Media Corp. closed on a $250 million incremental series E loan due March 31, 2013 and a $325 million series F incremental loan, according to an 8-K filed with the Securities and Exchange Commission Thursday.

Pricing on the incremental E loan can range from Libor plus 75 bps to 125 bps based on total debt, and pricing on the incremental F loan is Libor plus 150 bps.

JPMorgan acted as the lead bank on the deal.

In addition, the company's existing credit facility was amended to permit the series E and series F incremental loans to be borrowed, restore the amount available for additional incremental loans to $500 million and delete the interest coverage ratio, the senior coverage ratio financial covenants and the step-down to 5.75 times in the total debt ratio financial covenant.

Lamar Media is a Baton Rouge, La., provider of outdoor advertising services.

Calpine closes

Calpine Corp. closed on its new $5 billion two-year debtor-in-possession credit facility consisting of a $4 billion senior secured term loan and a $1 billion senior secured revolver, with both tranches priced at Libor plus 225 bps.

The revolver has a 50 bps unused fee.

Credit Suisse, Goldman Sachs, JPMorgan and Deutsche Bank acted as the lead arrangers on the deal.

Proceeds will be used to refinance the company's existing $2 billion DIP facility and repay about $2.5 billion of secured debt at Calpine Generating Co., LLC. Remaining funds will be used for working capital and other general corporate purposes, including repayment of debt.

Major benefits of the DIP include the ability to provide liens to counterparties to enhance the company's hedging program, a $2 billion expansion option to refinance existing project level debt, lower annual interest costs and an option to roll over the DIP into an exit facility.

Calpine is a San Jose, Calif., power company.

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