Advantage Sales up on buyout; Ascend Learning tweaks deal, Orleans, ResCare launches delayed

By Sara Rosenberg

New York, Nov. 29 - Advantage Sales & Marketing LLC's first- and second-lien term loans headed higher in the secondary market on Monday as the company announced plans for a new deal in connection with its acquisition.

Meanwhile, Del Monte Foods Co. also revealed that it is being acquired, but its term loan pretty much held steady on the news, since rumors of the transaction have been circulating for a few weeks.

Over in the primary market, Ascend Learning increased spread and the original issue discount on its first- and second-lien term loans, resulting in full subscription of the deal, and Orleans Homebuilders Inc. and ResCare Inc. postponed their launches.

Also, price talk on Citadel Broadcasting Corp., TARGUSinfo and FilmYard Holdings LLC was revealed, and Syniverse Technologies firmed up its bank meeting date and time.

Additionally, BNY ConvergEx Group LLC, Cenveo Inc., CCC Information Services Inc., ConvaTec Healthcare, Hyland Software, HDT Global and Novelis Inc. all surfaced with plans to bring new deals to market.

Advantage Sales strengthens

Advantage Sales & Marketing's first- and second-lien term loans gained some ground in trading after the company revealed that it will be getting a new credit facility to help fund its buyout by Apax Partners from J.W. Childs Associates LP and BAML Capital Partners, according to a market source.

The first-lien term loan was quoted at par bid, par ½ offered, up from 99 bid, par offered, and the second-lien term loan was quoted at 102¼ bid, 103 offered, up from 98 7/8 bid, 99 7/8 offered, the source said.

The existing facility was obtained earlier this year. At close, it was comprised of a $655 million first-lien term loan at Libor plus 350 basis points with a 1.5% Libor floor that was sold at a discount of 991/2, a $235 million second-lien term loan at Libor plus 700 bps with a 1.5% floor that was sold at a discount of 99, and a $75 million revolver priced at Libor plus 350 bps with a 1.5% floor.

Call protection on the second-lien loan is 103 in year one, 102 in year two and 101 in year three.

Advantage Sales new structure

By comparison, Advantage Sales & Marketing's new credit facility is comprised of a $100 million revolver, an $800 million first-lien term loan and a $425 million second-lien term loan, sources said.

Credit Suisse, JPMorgan and UBS are the lead banks on the $1.325 billion deal that is set to launch with a bank meeting on Wednesday.

Price talk on the facility is not available as of yet, sources added.

The buyout of the company is expected to close by year-end, subject to customary approvals.

Senior leverage is about 4.0 times, and total leverage is around 6.5 times.

Advantage Sales & Marketing is an Irvine, Calif.-based sales and marketing agency.

Del Monte steady

Del Monte Foods's term loan held firm at par bid, 101 offered in trading on Monday as it too announced that it is being acquired, according to a market source, who added that the buyout "has been rumored since mid-November."

The San Francisco-based branded pet and consumer products company is being bought by Kohlberg Kravis Roberts & Co. LP, Vestar Capital Partners and Centerview Partners for $19 per share in cash. The transaction is valued at $5.3 billion, including the assumption of $1.3 billion of net debt.

Bank of America, Barclays, JPMorgan, Morgan Stanley and KKR Capital Markets are leading the debt financing for the buyout, which will include a new credit facility and bonds and is expected to be next year's business.

Closing is expected by the end of March 2011, subject to shareholder and regulatory approvals.

Ascend revises pricing

Moving back to the primary, Ascend Learning lifted pricing on its first- and second-lien term loans and, with the deal now fully subscribed, allocations are expected to go out later this week, according to a market source.

The $250 million first-lien term loan B (B1/B) is now priced at Libor plus 550 bps, up from Libor plus 475 bps, with a 1.5% Libor floor that was left unchanged and an original issue discount of 98 that widened from talk of 981/2, the source said.

And, the $75 million second-lien term loan (Caa1/CCC+) is now priced at Libor plus 1,000 bps, up from Libor plus 850 bps to 900 bps, with an unchanged 1.5% Libor floor and a discount of 97 that was revised from 98, the source said.

Ascend lead banks

Bank of America, GE Capital and Barclays are the lead banks on Ascend Learning's credit facility, with Bank of America the left lead.

The $365 million deal also provides for a $40 million revolver (B1/B).

Earlier in syndication, the first-lien term loan B was downsized from $260 million and the second-lien term loan was cut from $100 million.

Proceeds will be used to refinance existing debt and replace some equity with debt.

Ascend Learning is a Stilwell, Kan.-based provider of technology-based learning services focused on student training and testing results in health care and other vocational fields.

Orleans Homebuilders delayed

Orleans Homebuilders moved the lender call to launch its proposed $125 million term loan to Wednesday from Monday as a result of scheduling issues, according to a market source.

As was previously reported, price talk on the term loan is Libor plus 650 bps with a 2% Libor floor and an original issue discount of 98.

JPMorgan is the lead bank on the deal that will be used to help fund the company's emergence from Chapter 11.

Orleans Homebuilders is a Bensalem, Pa.-based developer, builder and marketer of single-family homes, townhouses and condominiums.

ResCare postponed

ResCare's launch was also delayed from Monday because of scheduling conflicts, with the plan being to bring the $190 million term loan B to market later this week or early next week, according to a market source.

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

Proceeds will be used to help refinance existing debt, repay a portion of the amounts used to purchase the company's common shares in the tender offer by Onex Rescare Acquisition LLC, and fund the purchase of any remaining ResCare shares by Onex through a second-step share exchange.

ResCare is a Louisville, Ky.-based provider of home care to the elderly and persons with disabilities.

Citadel releases talk

Citadel Broadcasting held a bank meeting on Monday to launch its proposed credit facility (Baa3/BB+), at which time it was disclosed that the $250 million six-year term loan is being talked at Libor plus 350 bps to 375 bps with a 1% Libor floor and an original issue discount of 991/2, according to a market source.

The company's $400 million deal also includes a $150 million three-year revolver.

JPMorgan is the lead bank on the facility that will be used, along with $500 million of notes, to refinance an existing $762.5 million term loan that is priced at Libor plus 800 bps with a 3% Libor floor. The loan includes call protection of 105 in year one and 102 in year two against optional repayments.

Citadel is a Las Vegas-based radio company.

FilmYard details emerge

FilmYard revealed timing on its $408 million of new debt, setting a conference call for Wednesday, and with that decided, structure and price talk were also announced, according to a market source.

The debt is comprised of a $325 million 51/2-year first-lien term loan and an $83 million six-year second-lien term loan, the source said.

Initially, it was thought that the entire amount would come in the form of a single seven-year senior secured term loan tranche.

Barclays and Jefferies are the lead banks on the deal, with Barclays the left lead.

The source remarked that there are already orders in the book ahead of the official launch.

FilmYard floats talk

FilmYard's first-lien loan is talked at Libor plus 600 bps with a 1.75% Libor floor and an original issue discount of 98, and has 101 soft call protection for one year, the source said.

And, the second-lien loan is talked at Libor plus 1,000 bps with a 2% Libor floor and an original issue discount of 98. The loan is non-callable for one year, then at 104 in year two, 102 in year three and 101 in year four.

Proceeds will be used to help fund the acquisition of Miramax Films by Ron Tutor, Tom Barrack, Colony Capital LLC and other individuals from Walt Disney Co.

FilmYard is a New York-based film company.

TARGUSinfo reveals guidance

TARGUSinfo disclosed that it is talking its $230 million term loan B at Libor plus 475 bps with a 1.75% Libor floor and an original issue discount of 99, according to a market source.

Wells Fargo is the lead bank on the deal that is set to launch with a bank meeting on Tuesday.

The $245 million credit facility (B+) also includes a $15 million revolver.

Proceeds will be used to refinance existing debt and pay a dividend.

TARGUSinfo is a Vienna, Va.-based provider of On-Demand Insight.

Syniverse nails down timing

Syniverse confirmed that it will be launching its $1.175 billion senior secured credit facility on Thursday, which is in line with prior expectations, as a bank meeting has been scheduled to take place at the New York Palace with a 9:30 a.m. ET start, according to a market source.

Barclays Capital, Credit Suisse and Goldman Sachs are the lead banks on the deal that consists of a $150 million revolver and a $1.025 billion term loan.

Proceeds, along with $475 million of senior notes and up to $1.245 billion of equity, will be used to help fund the buyout of the company by the Carlyle Group for $31 per share, in a transaction valued at $2.6 billion.

Closing is expected in the first quarter of 2011, subject to stockholder and regulatory approvals.

Syniverse is a Tampa, Fla.-based provider of technology and business services for the telecommunications industry.

BNY ConvergEx readies deal

BNY ConvergEx is set to hold a bank meeting on Wednesday morning to launch a proposed $850 million credit facility that will be used to refinance existing debt, according to a market source.

The facility consists of a $100 million five-year revolver, a $610 million six-year first-lien term loan B and a $140 million seven-year second-lien term loan, the source said.

Bank of America, Goldman Sachs, Citigroup, JPMorgan and Morgan Stanley are the lead banks on the deal, with Bank of America the left lead on the revolver and first-lien term loan B, and Goldman the left lead on the second-lien loan.

BNY ConvergEx is a New York-based provider of agency brokerage and investment technology services.

Cenveo sets launch

Another company that surfaced with plans to launch a new credit facility on Wednesday is Cenveo, according to a market source.

Bank of America is the left lead bank on the $500 million deal that consists of a $150 million revolver and a roughly $350 million term loan, the source said.

Proceeds will be used to refinance existing debt.

Cenveo is a Stamford, Conn.-based manager and distributor of print and related products and services.

CCC planned for Wednesday

Additionally, CCC Information Services revealed that it will be launching a $400 million credit facility on Wednesday that consists of a $50 million 41/2-year revolver and a $350 million five-year term loan B, according to a market source.

Price talk on the facility is Libor plus 450 bps with a 1.5% Libor floor, the source said.

JPMorgan is the lead bank on the deal that will be used to refinance existing debt.

CCC is a Chicago-based provider of advanced software, workflow tools and enabling technologies to the automotive claims and collision repair industries.

ConvaTec refi deal emerges

ConvaTec Healthcare is set to hold a bank meeting on Wednesday to launch a proposed $1.1 billion credit facility that will be used, along with new notes, to refinance substantially all of its existing senior secured and mezzanine debt, according to a market source.

The facility, which is available in dollars and euros, consists of a $250 million five-year revolver and an $850 million six-year term loan B, the source said.

JPMorgan and Goldman Sachs are the lead banks on the deal.

ConvaTec is a Skillman, N.J.-based developer, manufacturer and marketer of medical technologies for community and hospital care.

Hyland Software plans facility

Hyland Software will also being holding a bank meeting on Wednesday to launch a proposed $225 million credit facility, according to a market source.

Credit Suisse and RBC are the lead banks on the deal that consists of a $25 million revolver and a $200 million term loan, the source said.

Proceeds will be used to refinance existing debt and fund a dividend.

Hyland Software is a Westlake, Ohio-based enterprise content management software vendor.

HDT getting loan

Continuing on the topic of new deals, HDT Global is scheduled to hold a bank meeting at 10 a.m. ET on Tuesday to launch a proposed $300 million six-year term loan B, according to a market source.

JPMorgan is the lead bank on the deal.

The facility will also include a revolver, but the size of that tranche is not yet available, the source said.

Proceeds will be used to refinance existing debt and fund a dividend payment.

HDT Global is a Solon, Ohio-based manufacturer of deployable, expeditionary systems and high performance aerial delivery systems for the U.S. Military, Allied Forces, Homeland Security and Emergency Management agencies.

Novelis readies recap

Also set for Tuesday is Novelis' $1.5 billion six-year senior secured term loan B that is being led by Bank of America, Citigroup, JPMorgan, RBS and UBS, according to a market source.

Proceeds will be used to help refinance existing bank debt, fund a tender offer that expires on Dec. 28 for 7.25% senior notes and 11.5% senior notes, and fund a distribution to Novelis' parent company.

Completion of the recapitalization is conditioned on the company raising at least $4 billion from one or more offerings of senior notes and the entry into the new credit facility.

Novelis is an Atlanta-based aluminum rolled products and beverage can recycling company.

Virtual Radiologic well-met

In other news, Virtual Radiologic's $253 million senior secured credit facility is currently oversubscribed, according to a market source.

The facility consists of a $40 million revolver and a $213 million term loan B.

Price talk on the term loan B is Libor plus 550 bps with a 1.75% Libor floor and an original issue discount of 981/2.

GE Capital and SunTrust are the joint bookrunners on the deal that will be used to help fund the acquisition of NightHawk Radiology Holdings Inc. for $6.50 per share in cash. The transaction is valued at roughly $170 million.

Virtual Radiologic other debt

In addition to the credit facility, Virtual Radiologic has received an $80 million debt commitment from BlackRock Kelso Capital Advisors LLC, Newstone Capital Partners LLC and Providence Equity Capital Markets LLC for acquisition financing.

Closing on the transaction is expected on Dec. 22, subject to customary conditions, including the approval of NightHawk's stockholders at a special meeting to be held that day.

Virtual Radiologic is an Eden Prairie, Minn.-based radiology practice and developer of radiologist workflow technology. NightHawk is a Scottsdale, Ariz.-based provider of radiology services to radiology groups.

BHI Energy closes

Harvest Partners completed its acquisition of BHI Energy from Berkshire Partners LLC and Summit Partners LLC, according to a news release.

To help fund the transaction, BHI got a new $147 million credit facility led by GE Capital and BNP Paribas that is comprised of a $50 million five-year revolver and a $97 million six-year term loan, with both tranches priced at Libor plus 500 bps with a step-down to Libor plus 475 bps at less than 2.25 times senior leverage. There is a 1.75% Libor floor and the debt was sold at a discount of 99.

During syndication, the revolver was upsized from $40 million, the pricing step-down was added and the discount tightened from 981/2.

BHI is a Plymouth, Mass.-based provider of technical and professional project and staffing services to the nuclear, wind, hydroelectric, fossil, industrial and government energy markets.

Allen Systems wraps

Allen Systems Group Inc. closed on its $80 million term loan after widening the original issue discount to 98½ from 99, according to a market source.

Pricing on the term loan was left unchanged at Libor plus 475 bps with a 1.75% Libor floor.

The $105 million credit facility (Ba2/BB-) also includes a $25 million revolver.

Bank of America acted as the lead bank on the deal that was used to help refinance existing debt and to pay a dividend.

Allen Systems is a Naples, Fla.-based enterprise software provider.

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