Local Insight, Allen-Vanguard set talk; Macrovision firms timing; TXU bid up; Delphi better

By Sara Rosenberg

New York, April 1 - Local Insight Regatta Holdings Inc. and Allen-Vanguard Corp. came out with pricing guidance on their credit facilities as both deals were launched to investors during Tuesday's market hours.

In other news, Macrovision Corp. firmed up timing on the launch of its term loan B as a bank meeting has been scheduled for next week.

Meanwhile, over in the secondary, Texas Competitive Electric Holdings Co. LLC (TXU) saw its term loan B-2 and B-3 improve on the bid side on the heels of earnings coming out and Delphi Corp.'s first-lien term loan was stronger in its second day of trading.

Local Insight held a bank meeting on Tuesday to kick off syndication on its credit facility, and in connection with the launch, price talk on the term loan emerged, according to a market source.

The $335 million seven-year term loan was presented to lenders with talk of Libor plus 400 basis points, with a 3.75% Libor floor for life and an original issue discount of 94, the source said.

The company's $365 million senior secured credit facility (BB-) also includes a $30 million six-year revolver.

JPMorgan, Lehman, Wachovia and Merrill Lynch are the bookrunners on the deal, with JPMorgan and Lehman the joint lead arrangers.

Proceeds will be used to refinance existing debt and to help fund the acquisition of Berry Co.'s independent line of business from L.M. Berry and Co., a subsidiary of AT&T Inc.

Senior leverage is 3.5 times and total leverage is 5.5 times.

Local Insight is an Englewood, Colo., publisher of print and online directories.

Allen-Vanguard price talk

Allen-Vanguard came out with price talk in the Libor plus mid-300 bps range on its C$250 million three-year secured credit facility that was launched with a bank meeting on Tuesday in Toronto, according to a market source.

The facility consists of a C$200 million term loan and a C$50 million revolver, with both tranches available in U.S. dollars.

RBC Capital Markets is the lead bank on the deal that is being marketed towards commercial banks.

Proceeds will be used to repay the company's existing higher-cost senior debt facilities, expected to be about C$180 million, plus a prepayment penalty equal to 5% of the outstanding balance.

Leverage is less than 2.0 times.

Commitments are due on April 18 and the deal is expected to close by April 25.

Allen-Vanguard is an Ottawa, Can.-based provider of proprietary counter-terrorist equipment systems for defeating and mitigating conventional and unconventional terrorist devices of all kinds.

Macrovision launch date emerges

Macrovision nailed down timing on its proposed $500 million five-year term loan B, as a bank meeting has been set for the morning of April 9, according to a company spokesman.

Originally, the term loan B was anticipated to come to market around April 1 and then it was said to likely come around the April 8 timeframe; however, that was just guidance on timing. A firm date hadn't been available until now.

JPMorgan and Merrill Lynch are the joint lead arrangers and joint bookrunners on the deal, with JPMorgan the administrative agent.

The term loan B has 101 call protection for one year against voluntary prepayments, according to the loan commitment letter.

Covenants are expected to include a minimum ratio of consolidated EBITDA to consolidated fixed charges, and a maximum leverage ratio.

In the event the company's leverage ratio is greater than 2.5 to 1.0 and more than $50 million in aggregate principal amount of its 2.625% convertible senior notes due 2011 remain outstanding 180 days prior to their scheduled maturity, the term loan B will become due on that 180th day.

There is a $75 million accordion feature.

Proceeds from the term loan B will be used to help fund the acquisition of Gemstar-TV Guide International, Inc. in a cash and stock transaction valued at $2.8 billion.

Under the agreement, each share of Gemstar-TV Guide will be converted into the right to receive, at the election of each individual stockholder and subject to proration, $6.35 in cash or 0.2548 of a share of common stock in a new holding company that will own both Gemstar-TV Guide and Macrovision.

The aggregate cash consideration to Gemstar-TV Guide stockholders will not exceed $1.55 billion.

Upon completion of the transaction, Macrovision stockholders will own about 53% of the combined company, and Gemstar-TV Guide stockholders will own about 47%.

Other financing for the acquisition will come from a $150 million high-yield bond offering that is backed by a bridge loan commitment and by about $965 million in cash and cash equivalents.

The roadshow for the high-yield bonds is probably going to kick off around April 21, the spokesman said.

At first, Macrovision planned on getting $800 million of debt, comprised of a $650 million term loan B and a $150 million bridge loan, but the amount of funds needed is being reduced using proceeds from the roughly $200 million sale of its software business unit to Thoma Cressey Bravo, which is expected to close before the Gemstar-TV Guide acquisition.

A special meeting of Macrovision stockholders will be on April 29 regarding the acquisition.

Macrovision is a Santa Clara, Calif.-based provider of services that enable businesses to protect, enhance and distribute their digital goods to consumers across multiple channels. Gemstar-TV Guide is a Los Angeles-based media, entertainment and technology company.

SP Newsprint raises pricing

SP Newsprint Co. flexed pricing higher on its $225 million two-year term loan to Libor plus 700 bps from initial talk at launch of Libor plus 600 bps, according to a market source.

As for the original issue discount on the term loan, that is still being firmed up. Originally, it was talked at 98 and then it widened to 97. Now some accounts are hearing that it's being guided in the 95 to 96 area, but no official word on this change is out as of yet.

The term loan has a Libor floor of 4% for life, call protection of 103 in year one, and a one-year extension option if it is reduced to $175 million or less.

SP Newsprint's $275 million credit facility also includes a $50 million three-year asset-based revolver that is talked at Libor plus 250 bps.

There is a one-year debt reserve as part of the deal, meaning that if the company, by some chance, trips a covenant, there would be a default, but there would be funds in escrow so the loan would stay current.

GE Capital is the lead bank on the deal that funded earlier this week to finance White Birch Paper Co.'s acquisition of SP Newsprint from Media General Inc., Cox Enterprises Inc. and McClatchy Co. for $350 million.

SP Newsprint is an Atlanta-based operator of newsprint mills.

TXU term bid rises

Texas Competitive's term loan B-2 and B-3 were bid higher following the release of earnings results for full year 2007 on Monday night, according to traders.

The term loan B-2 was quoted at 91¼ bid, 91½ offered, compared to previous levels of 91 bid, 91½ offered, traders said.

The company's term loan B-3 was quoted at 90 7/8 bid, 91 5/8 offered, compared to previous levels of 90¾ bid, 91¼ offered, traders continued.

On a full year 2007 combined basis, the company reported a net loss of $637 million compared to net income of $2.552 billion for 2006. The net loss included net after-tax expenses of $2.199 billion treated as special items and income from discontinued operations of $25 million.

Operational net income, which excludes special items and income or losses related to discontinued operations, was $1.537 billion for 2007 on a combined basis compared to $2.565 billion for 2006.

Adjusted EBITDA decreased to $4.916 billion in 2007 from $5.627 billion in 2006.

"Better than expected results, but still down year over year," one trader added.

Texas Competitive is a Dallas-based energy company.

Delphi heads higher

Delphi's $2 billion seven-year first-lien term loan (Ba2) gained some ground during its second day in the secondary as the market, in general, felt better in sympathy with equities, according to a trader.

The Troy, Mich.-based automotive electronics manufacturer's first-lien term loan was quoted at 94 bid, 95 offered, up from 93½ bid, 94 offered on Monday, the trader said.

The first-lien term loan is priced at Libor plus 575 bps, with a 3.25% Libor floor for life and call protection of 102 in year one and 101 in year two. The paper was sold to investors at an original issue discount of 92.

"Everything kind of feels a bit up today," the trader added.

For example, Calpine Corp., a San Jose, Calif., power company, saw its term loan B quoted at 90¾ bid, 91 offered, up from 89 7/8 bid, 90 3/8 offered, a second trader remarked.

Helping the loan market on Tuesday was the performance in the stock market. Nasdaq closed up 83.65 points, or 3.67%, Dow Jones Industrial Average closed up 391.47 points, or 3.19%, S&P 500 closed up 47.48 points, or 3.59%, and NYSE closed up 291.20 points, or 3.31%.

Abitibi closes

Abitibi-Consolidated Inc. closed on its $400 million 364-day senior secured term loan (B1/B+/CCC), according to a news release.

The term loan is priced at Libor plus 800 bps, with a 3.5% Libor floor and an original issue discount of 96.

During syndication, the loan was downsized from $400 million, pricing flexed up from Libor plus 700 bps and the original issue discount was increased from 97. In addition, the Libor floor was originally guided in the 3% to 3.5% area, was then heard to be 3%, and then firmed at the high end of the initial talk.

Goldman Sachs acted as the lead bank on the deal that was used to help refinance existing debt, including the company's 6.95% notes, 5¼% notes, 7 7/8% notes, and credit facilities A and B.

Other funding for the refinancing came from $413 million of three-year 13¾% senior secured notes, $350 million of 8% convertible notes and a private exchange for about $453 million of notes.

The private placement of convertible notes was originally expected by the company to be sized at $300 million.

The company also plans on closing the sale of its Snowflake, Ariz., mill in mid-April. The sale is expected to generate proceeds of $161 million, of which a portion will be used to repay some term loan debt.

Abitibi is a Montreal-based producer of newsprint and commercial printing papers, market pulp and wood products.

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