Cellnet, Billing Services jiggering deals; Carey removes third lien; Alliance One puts loan on hold

By Sara Rosenberg

New York, April 19 - Cellnet shifted some funds from its second-lien term loan into its first-lien term loan and revised price talk higher on the two tranches on Tuesday. Billing Services Group LLC is also eyeing similar changes to its in-market credit facility with the deal expected to see a small shift in first- and second-lien term loan funds and increased pricing on the second-lien loan. And, Carey International Inc. modified its credit facility, removing the previously proposed third-lien tranche.

Meanwhile, Alliance One International Inc. - the company being formed through the merger of Dimon Inc. and Standard Commercial Corp. - put its bank deal on hold as a result of the company deciding to postpone its bond deal based on market conditions.

Cellnet increased the size of its seven-year term loan B (B2/B-) to $250 million from $200 million and decreased the size of its eight-year second-lien term loan (B3/CCC) to $100 million from $150 million, according to a market source.

Furthermore, price talk on the first-lien term loan B widened out to Libor plus 275 to 300 basis points from previous talk of just Libor plus 275 basis points, and price talk on the second-lien term loan went up to Libor plus 650 to 675 basis points from previous talk of Libor plus 500 basis points, the source said.

The second-lien term loan contains call protection of 102 in year one and 101 in year two. This call protection has been in place since the launch of the deal.

Cellnet's $380 million credit facility also contains a $30 million revolver (B2/B-) talked at Libor plus 225 basis points.

Both term loans are being offered to investors at par. The upfront fee on the revolver is 75 basis points for any size commitment.

Morgan Stanley and Goldman Sachs are the lead banks on the dividend recapitalization deal, with Morgan Stanley the left lead.

Cellnet is an Atlanta provider of automated meter reading and distribution automation solutions to the utility industry that was purchased by management and GTCR Golder Rauner LLC in July 2004.

Billing Services reworking deal

Billing Services is "likely" increasing the size of its first-lien term loan (B2/B+) to $100 million from $95 million and decreasing the size of its second-lien term loan (Caa1/B-) to $40 million from $45 million, according to a market source.

Furthermore, pricing on the second-lien is now expected to come at Libor plus 775 basis points compared to previous price talk of Libor plus 700 basis points, the source said.

Pricing on the first-lien term loan is expected to remain unchanged at Libor plus 300 basis points, the source added.

Like Cellnet, Billing Services' second-lien term loan contains call protection of 102 in year one and 101 in year two and, this call protection has also been in place since the launch of the deal.

Billing Services' $150 million credit facility also contains a $10 million revolver (B2/B+).

Goldman Sachs is the sole lead bank on the deal that will be used to refinance existing debt and make a dividend payment.

Billing Services, an Abry Partners portfolio company, is a Glenview, Ill., provider of outsourced billing solutions to the telecommunications industry.

Carey cuts third-lien tranche

Carey International removed the previously proposed $25 million third-lien term loan from its capital structure, increased its first-lien term loan to $80 million from $75 million and increased its second-lien term loan to $85 million from $65 million, according to a market source.

The first-lien term loan is priced at Libor plus 375 basis points, with call protection of 102 in year one and 101 in year two.

The second-lien term loan is priced at Libor plus 850 basis points plus Libor plus 350 basis points PIK, is being offered at 99 and is non-callable for two years then at 105 in year three, 103 in year four and 101 in year five.

Carey's facility also contains a $40 million revolver.

Goldman Sachs is the lead bank on the Washington, D.C., limousine company's $205 million deal that will be used to refinance existing debt.

NewPage oversubscribed

NewPage Corp.'s entire $1.325 billion credit facility - which includes an asset-based revolver, a term loan B and a timber term loan - is oversubscribed on all loan tranches, according to a market source.

The $350 million asset-based revolver is talked at Libor plus 225 basis points, the $750 million term loan B (B1/B) is talked at Libor plus 275 to 300 basis points and the $225 million timber term loan tranche (B3/BB-), which is being borrowed specifically by the Escanaba Timber Co. being acquired (as opposed to by the remainder of the MeadWestvaco Corp.'s papers business being acquired), is talked at Libor plus 300 basis points.

Originally, it was rumored that the term loan B was talked at Libor plus 250 to 300 basis points and the timber term loan was talked at Libor plus 350 to 375 basis points, but those levels were never really official price talk for the deal, the source added.

Proceeds from the $1.325 billion credit facility and a $900 million three-part bond offering will be used to help fund Cerberus Capital Management LP's leveraged buyout of MeadWestvaco's papers business and associated timberlands.

Under the terms of the agreement, NewPage will acquire the Papers business for $2.3 billion, which consists primarily of mills located in Chillicothe, Ohio; Escanaba, Mich.; Luke, Md.; Rumford, Maine; and Wickliffe, Ky.

The acquisition is subject to customary closing conditions, including regulatory approvals and financing, and is expected to be completed in the second quarter.

Goldman Sachs and UBS are joint lead arrangers on the credit facility, with Goldman the left lead.

NewPage is a Dayton, Ohio, producer of coated and carbonless papers.

VCA nets early orders

VCA Antech Inc.'s newly launched $425 million term loan already had "over 150 in orders" by late day, just shortly after the company held a "very well attended" bank meeting to launch the deal, according to a market source.

The term loan is talked at Libor plus 150 basis points.

Goldman Sachs and Wells Fargo are the lead banks on the deal, with Goldman the left lead.

The $500 million credit facility also contains a $75 million revolver talked at Libor plus 150 basis points.

Proceeds will be used to refinance existing bank, including repaying the approximately $220 million term loan F that carries an interest rate of Libor plus 175 basis points, and help fund the tender offer for any and all of the outstanding $170 million 9.875% senior subordinated notes due 2009 of Vicar Operating Inc., a wholly owned subsidiary of VCA.

VCA Antech is a Los Angeles-based provider of pet health care services.

Alliance One postpones

Alliance One has put its $450 million credit facility (B1/BB-) "on hold" for now, not because the syndicate had trouble filling up the book - in fact the book was already done - but rather because of high-yield market conditions, according to a source.

The company was marketing $400 million of eight-year unsecured senior fixed-rate and seven-year unsecured senior floating-rate notes, and $250 million of 10-year unsecured senior subordinated notes but decided to postpone the bond offerings "in light of adverse conditions in the high-yield debt markets," a Dimon news release said.

Being that the bank and bond deals were conditioned on each other, the credit facility has been postponed as well, the source explained.

The credit facility is comprised of a $150 million three-year term loan A, which was recently upsized from $100 million, and a $300 million three-year revolver, with both tranches priced at Libor plus 250 basis points.

Wachovia is the lead bank on the deal.

Proceeds from the credit facility and the bonds will be used to help back the merger of Dimon Inc. and Standard Commercial Corp. into one large leaf tobacco merchant company and refinance existing bank debt.

After the merger, Dimon will be the surviving company and will immediately change its name to Alliance One.

Energy names lower

Energy names - including KGen Partners LLC, Reliant Energy Inc. and Cogentrix Energy Inc. - were all a touch lower on Tuesday, dropping off by about 20 to 40 basis points on the day, according to a trader.

KGen's bank debt closed the day at 97 bid, 99 offered, Reliant's bank debt went out at 99¾ bid, par 1/8 offered and Cogenrix's new bank debt closed out the session at 99 7/8 bid, par 1/8 offered, the trader said.

Cogentrix first broke for trading last Thursday with opening levels on the $700 million term loan at par bid, par ½ offered.

"All have shown a little weakness with the rest of the market," the trader added.

Cogentrix is a Charlotte, N.C., independent power producer. Reliant is a Houston provider of electricity and energy services. And, KGen is the MatlinPatterson Global Opportunities Partners II company that purchased Duke Energy's merchant generation assets in the southeast United States.

Protection One closes

Protection One Inc. closed on its new $275 million credit facility (B2/B+/B+) consisting of a $250 million term loan B due 2011 with an interest rate of Libor plus 300 basis points and a $25 million revolver due 2010 with an interest rate of Libor plus 325 basis points.

The term loan B was originally talked at Libor plus 350 basis points but the deal was reverse flexed during syndication as it was somewhere around three times oversubscribed.

Bear Stearns and Lehman Brothers acted as the lead banks on the deal, with Bear Stearns the left lead.

Borrowings under the new term loan were used to fund the previously announced redemption of all of the company's outstanding 7 3/8% senior notes due 2005 and to repay the credit facility provided by affiliates of Quadrangle Group LLC.

The revolver was undrawn at closing and is available for letters of credit and general corporate purposes.

"We are very pleased that we were able to quickly follow our recent financial restructuring with the successful closing of this new credit facility. We believe the confidence our new lenders have put in Protection One is a testament to the appeal of our business model, which effectively balances growth and debt reduction," said Richard Ginsburg, president and chief executive officer, in a company news release.

Protection One is a Lawrence, Kan., provider of commercial and residential security services.

Infor Global closes

Infor Global Solutions closed on its $550 million credit facility consisting of a $300 million first-lien term loan (B2/B) with an interest rate of Libor plus 325 basis points, a $200 million second-lien term loan (Caa2/CCC+) with an interest rate of Libor plus 725 basis points and a $50 million revolver (B2/B) with an interest rate of Libor plus 300 basis points.

Original price talk on the first-lien term loan and the revolver was Libor plus 275 basis points, and original price talk on the second-lien term loan was Libor plus 525 to 550 basis points, but pricing on all tranches was flexed higher during syndication.

The second-lien term loan contains call protection of 103 in year one, 102 in year two and 101 in year three.

Lehman Brothers acted as the lead bank on the deal, and Wells Fargo Foothill acted as syndication agent.

Proceeds from the credit facility, along with equity capital from Golden Gate Capital and Summit Partners, and cash on hand, were used to help finance the acquisition of Mapics Inc. and refinance existing senior and subordinated debt.

Infor is an Alpharetta, Ga., provider of vertical specific, enterprise-wide business solutions to the manufacturing and distribution industries. Mapics is an Alpharetta, Ga., global solutions provider focused exclusively on manufacturing.

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