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Published on 11/5/2014 in the Prospect News Bank Loan Daily.

Pabst breaks; Scientific Games dips; Southeast PowerGen, Norwegian, Ability Network revised

By Sara Rosenberg

New York, Nov. 5 – Pabst Brewing Co. (Blue Ribbon LLC) added a leverage-based pricing step-down to its first-lien term loan and then allocated on Wednesday afternoon with both the first- and second-lien term loans freeing up for trading above their original issue discounts.

Also in trading, Scientific Games Corp.’s term loan debt was lower after the company revealed plans to get an incremental loan.

Switching to the primary market, Southeast PowerGen LLC reduced the spread on its term loan B and accelerated the commitment deadline, Norwegian Cruise Line Holdings Ltd. tightened the spread and original issue discount on its term loan B, and Ability Network Inc. modified the offer price on its incremental second-lien loan.

In addition, TierPoint, Bridon Ltd. and Summit Research Labs released talk with launch, CareCore National LLC disclosed original issue discount guidance on its add-on term loan, and C&J Energy Services Inc., Unite Private Networks and Cision Inc. emerged with new deal plans.

Pabst starts trading

Pabst Brewing’s credit facility hit the secondary market on Wednesday with the $395 million seven-year first-lien term loan (B1/B) quoted at 99 7/8 bid, par 3/8 offered and the $130 million eight-year second-lien term loan (Caa1/CCC+) quoted at par bid, according to a market source.

Pricing on the first-lien term loan is Libor plus 475 basis points with a newly added step-down to Libor plus 450 bps when total net leverage is less than 5.5 times. There is a 1% Libor floor and 101 soft call protection for one year, and the debt was sold at an original issue discount of 99.

The second-lien term loan is priced at Libor plus 825 bps with a 1% Libor floor and was issued at 99. This debt has hard call protection of 102 in year one and 101 in year two.

Earlier in syndication, pricing on the first-lien term loan firmed at the wide end of the Libor plus 450 bps to 475 bps talk and pricing on the second-lien term loan finalized at the tight end of the Libor plus 825 bps to 850 bps talk.

Pabst getting revolver

In addition to the first- and second-lien term loans, Pabst’s $600 million credit facility includes a $75 million revolver (B1/B).

UBS AG, Barclays, BMO Capital Markets and Rabobank are leading the deal that will be used to help fund the acquisition of the company by Oasis Beverages from Evan, Daren and Dean Metropoulos.

As part of the transaction, TSG Consumer Partners, an equity investor in growth-oriented consumer brands, will acquire a minority stake in Pabst.

Pabst is a brewing company that is currently and will remain based in Los Angeles. Oasis is a Russian beer and soft drinks company.

Scientific Games softens

In more trading happenings, Scientific Games’ term loan B-1 and term loan B-2 fell to 97¼ bid, 98 offered from 98¼ bid, 98¾ offered as investors reacted to news of an incremental loan, a trader said.

In an 8-K filed with the Securities and Exchange Commission, the company said that it would be getting a $250 million incremental term loan for its acquisition of Bally Technologies Inc., in addition to its recently syndicated $2 billion seven-year incremental covenant-light term loan B-2 and its newly launched $2.9 billion two-tranche bond offering.

Bally, a Las Vegas-based provider of games, table game products, systems, mobile and iGaming services, is being bought for $83.30 per share, for a total value of about $5.1 billion, including net debt of around $1.8 billion.

Pricing on the B-1 (post the Bally close) and B-2 loans is Libor plus 500 bps with a 1% Libor floor.

Closing is expected by year-end, subject to receipt of Bally shareholder approval, gaming regulatory approvals and other customary conditions.

Scientific Games is a New York-based developer of technology-based products and services and associated content for gaming and lottery markets.

Southeast PowerGen revised

Moving to the primary, Southeast PowerGen trimmed the spread on its $480 million seven-year term loan B to Libor plus 350 bps from talk of Libor plus 375 bps to 400 bps, and kept the 1% Libor floor, original issue discount of 99 and 101 soft call protection for one year unchanged, according to a market source.

In addition, the commitment deadline was moved to 5 p.m. ET on Thursday from Nov. 11, the source said.

Along with the term loan, the company’s $550.5 million senior secured credit facility includes a $70.5 million five-year revolver.

Morgan Stanley Senior Funding Inc., MUFG Union Bank and Citigroup Global Markets Inc. are leading the deal that will be used to fund the acquisition by the Carlyle Group of 75.05% of the outstanding interests and operational control of Southeast PowerGen from ArcLight Capital Partners and GIC, to repay existing debt, to fund an operating expense reserve account, to partially fund a debt service reserve and to make a distribution to GE EFS.

Southeast PowerGen is a portfolio of six natural gas-fired power plants in Georgia.

Norwegian flexes lower

Norwegian Cruise Line cut pricing on its $350 million seven-year term loan B to Libor plus 325 bps from talk of Libor plus 350 bps to 375 bps, moved the original issue discount to 99½ from 99 and eliminated the 12-month MFN sunset provision, a market source remarked.

As before, the term loan B has a 0.75% Libor floor and 101 soft call protection for one year.

The Miami-based cruise company’s new bank debt also includes a $600 million incremental term loan A priced at Libor plus 225 bps, which was recently upsized from $450 million when the term loan B was downsized from $500 million.

Recommitments were due at 5 p.m. ET on Wednesday, the source added.

J.P. Morgan Securities LLC, Barclays and Deutsche Bank Securities Inc. are leading the deal that will be used with $680 million of bonds, the issuance of equity shares and cash on hand to fund the acquisition of Prestige Cruises International Inc., parent of Oceania Cruises and Regent Seven Seas Cruises, for $3,025,000,000, including the assumption of debt.

Closing is expected in the fourth quarter, subject to regulatory approvals and other customary conditions.

Ability tweaks deal

Ability Network changed the original issue discount on its $23.6 million incremental second-lien term loan (CCC+) due May 2022 to 99 from 98, a market source said.

The incremental second-lien loan is priced at Libor plus 825 bps with a 1% Libor floor, in line with the existing second-lien term loan.

The company is also getting a $92.5 million incremental first-lien term loan (B) due May 2021 priced at Libor plus 500 bps with a 1% Libor floor and a discount of 99. The spread and floor match the existing first-lien term loan and the offer price firmed at talk.

Macquarie Capital (USA) Inc. is leading the $116.1 million in incremental term loans that will be used to fund the acquisition of MD On-Line Inc.

Ability is a Minneapolis-based developer of workflow technology for hospitals, home health agencies and other care settings. MD On-Line is a Parsippany, N.J.-based maker of electronic data interchange and revenue cycle tools for payers and providers.

TierPoint reveals guidance

Also in the primary, TierPoint held its bank meeting on Wednesday afternoon, launching its $320 million first-lien term loan with talk of Libor plus 450 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, according to a market source.

Also, the company’s $100 million second-lien term loan was launched at Libor plus 800 bps with a 1% Libor floor, a discount of 99 and call protection of 102 in year one and 101 in year two, the source said.

The company’s $460 million credit facility includes a $40 million revolver as well.

Commitments are due on Nov. 19, the source added.

RBC Capital Markets LLC and Credit Suisse are leading the deal that will be used with equity from TierPoint’s existing investors as well as a new investor, Ontario Teachers’ Pension Plan, to fund the acquisition of Xand, a Hawthorne, N.Y.-based provider of data center, cloud and managed services, from ABRY Partners.

TierPoint is a St. Louis-based provider of cloud, colocation and managed services.

Bridon talk emerges

Bridon came out with talk of Libor plus 475 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months on its $290 million seven-year first-lien term loan, and Libor plus 825 bps with a 1% Libor floor, a discount of 99 and hard call protection of 102 in year one and 101 in year two on its $113 million eight-year second-lien term loan that launched with a bank meeting during the session, according to a market source.

The company’s $443 million credit facility also includes a $40 million five-year revolver.

Commitments are due on Nov. 19, the source said.

RBC Capital Markets and Nomura are leading the deal that will help fund the roughly £365 million buyout of the Doncaster, England-based manufacturer of wire rope by the Ontario Teachers’ Pension Plan from Melrose Industries plc.

Closing is expected by year-end, subject to receipt of required regulatory approvals.

Summit Research launches

Summit Research Labs held a bank meeting in the afternoon, launching its $80 million six-year term loan B with talk of Libor plus 450 bps to 475 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, a market source said.

The company’s $90 million credit facility also includes a $10 million five-year revolver.

Commitments are due on Nov. 19, the source added.

Citizens Financial Group is leading the deal that will be used with $30 million of mezzanine debt to refinance existing debt and fund a dividend.

Summit Research, a One Rock Capital Partners portfolio company, is a Huguenot, N.Y.-based manufacturer of active ingredients for antiperspirants.

CareCore floats OID

CareCore revealed with its bank meeting that its fungible $535 million add-on term loan B is talked with an original issue discount of 98½ to 99, according to a market source.

Pricing on the add-on term loan B is Libor plus 450 bps with a 1% Libor floor, in line with the existing term loan B.

The company’s $570 million in new bank debt also includes a $35 million revolver.

RBC Capital Markets LLC, Fifth Third Bank and GE Capital Markets Inc. are leading the deal that will be used to fund the acquisition of MedSolutions Inc.

CareCore is a Bluffton, S.C.-based provider of specialty benefits management services to managed care organizations, self-insured entities and risk-bearing provider organizations. MedSolutions is a Franklin, Tenn.-based provider of medical cost management services.

C&J coming soon

C&J Energy Services scheduled a bank meeting for 11 a.m. ET in New York on Monday to launch a new credit facility, according to a market source, who said the official structure on the deal is not yet available.

Citigroup Global Markets Inc., Bank of America Merrill Lynch, Wells Fargo Securities LLC and J.P. Morgan Securities LLC are leading the debt.

C&J is combining with Nabors’ completion and production services business, for which Nabors will receive total consideration comprised of a fixed 62.5 million common shares in the merged company and about $938 million in cash.

Filings with the Securities and Exchange Commission have said that merger would be funded with a $600 million five-year revolver expected at Libor plus 200 bps to 300 bps based on total leverage, a $675 million seven-year covenant-light term loan B expected at Libor plus 325 bps with a 1% Libor floor and 101 soft call protection for six months, and $600 million of notes backed by a bridge loan commitment.

C&J, a Houston-based provider of hydraulic fracturing, coiled tubing, cased-hole wireline, pumpdown and other oilfield services, expects the merger to close by year end, subject to stockholder approval and other conditions.

Unite Private on deck

Unite Private Networks surfaced with plans to hold a bank meeting on Thursday to launch a $272.5 million credit facility for which commitments will be due on Nov. 20, according to market sources.

The facility consists of a $30 million five-year revolver talked at Libor plus 400 bps with no Libor floor, a $110 million five-year delayed-draw term loan talked at Libor plus 400 bps with no Libor floor, an $85 million five-year first-lien term loan B talked at Libor plus 450 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, and a $47.5 million six-year second-lien term loan talked at Libor plus 775 bps to 800 bps with a 1% Libor floor, a discount of 98½ and call protection of 102 in year one and 101 in year two, sources said.

SunTrust Robinson Humphrey Inc. and RBC Capital Markets are leading the deal that will be used to refinance existing debt and for general corporate purposes, including potential acquisitions.

First-lien leverage is 3.6 times and total leverage is 5.6 times, sources added.

Unite Private Networks, owned by Ridgemont Equity Partners, is a Liberty, Mo.-based provider of high-bandwidth, fiber-based communications networks and related services.

Cision readies call

Cision set a conference call for 11 a.m. ET on Thursday to launch a fungible $170 million seven-year first-lien tack-on term loan that is talked at Libor plus 500 bps with a 1% Libor floor, an original issue discount of 98 and 101 soft call protection for one year, a market source said.

With the add-on, the company’s existing $325 million first-lien term loan will get the 101 soft call protection for one year as well.

Commitments are due on Nov. 13, the source added.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to fund the recently completed acquisition of Gorkana Group Ltd.

Cision is a Chicago-based provider of cloud-based PR software. Gorkana is a U.K.-based media intelligence and data insights service provider.

DTZ closes

In other news, the buyout of DTZ from UGL Ltd. and the buyout of Cassidy Turley by TPG Capital, PAG Asia Capital and Ontario Teachers’ Pension Plan have been completed, a news release said.

To help fund the transaction, DTZ (DTZ U.S. Borrower LLC and DTZ Aus HoldCo Pty Ltd.) got a new $1.11 billion credit facility consisting of a $150 million revolver (B1/B+), a $470 million seven-year first-lien term loan (B1/B+), a $280 million delayed-draw term loan (B1/B+) and a $210 million eight-year second-lien term loan (B3/B-).

Pricing on the first-lien term loan and delayed-draw term loans is Libor plus 450 bps with a 1% Libor floor and they were sold at an original issue discount of 98½. There is 101 soft call protection for one year and the delayed-draw term loan has a ticking fee of the full spread after 30 days.

The second-lien term loan is priced at Libor plus 825 bps with a 1% Libor floor and it was issued at 98. This tranche has call protection of 102 in year one and 101 in year two.

DTZ lead banks

UBS AG, Bank of America Merrill Lynch, Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Credit Agricole Securities (USA) Inc., Mizuho Securities USA Inc. and HSBC Securities (USA) Inc. led DTZ’s new credit facility.

During syndication, pricing on the first-lien term loan and delayed-draw term loan increased from talk of Libor plus 400 bps to 425 bps and the discount was revised from 99, and pricing on the second-lien term loan flexed up from talk of Libor plus 725 bps to 750 bps and the discount firmed at the high end of revised talk of 98 to 98½ and wide of initial talk of 99.

DTZ, a Chicago-based property services company, and Cassidy Turley, a commercial real estate services provider, were combined to create a full-service commercial real estate services company.


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