Delta Air Lines Pacific Routes, Ikaria break; Chrysler Group, ExGen Renewables revisions emerge

By Sara Rosenberg

New York, Feb. 4 - Delta Air Lines Inc. (Delta Air Lines Pacific Routes) saw its new term loans make their way into the secondary market on Tuesday with levels quoted in the par-plus context, and Ikaria Inc.'s credit facility freed up as well.

Over in the primary market, Chrysler Group LLC reduced pricing on its new term loan and tightened the offer price on its add-on loan, and ExGen Renewables I LLC lowered the spread on its term loan while modifying the original issue discount.

Furthermore, Seadrill Ltd., CEC Entertainment Inc., Ineos, Aegis Toxicology Corp. and Kronos Worldwide Inc. revealed talk with launch, and Aptean Holdings Inc. joined this week's calendar.

Delta Pacific frees up

Delta Air Lines Pacific Routes' $1,485,000,000 of senior secured term loan B debt began trading on Tuesday, with both the $1,089,000,000 term loan B-1 due Oct. 18, 2018 and $396 million term loan B-2 due April 18, 2016 quoted at par ¼ bid, par ¾ offered, according to a trader.

The term B-1 is priced at Libor plus 275 basis points with a step-down to Libor plus 250 bps if corporate ratings are Ba3/BB-, a 0.75% Libor floor and was issued at par. There is 101 soft call protection for six months.

Pricing on the term loan B-2 is Libor plus 225 bps with no Libor floor and it as issued at par.

Barclays, Bank of America Merrill Lynch, BNP Paribas Securities Corp., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Goldman Sachs Bank USA, J.P. Morgan Securities LLC, Morgan Stanley Senior Funding Inc. and UBS Securities LLC are leading the deal that will be used by the Atlanta-based air transportation and air freight provider to reprice an existing term loan B-1 from Libor plus 300 bps with a 1% Libor floor and an existing term loan B-2 from Libor plus 225 bps with a 1% Libor floor.

Senior secured leverage is 2.3 times, total leverage is 2.3 times, and net total leverage is 1.7 times.

Ikaria starts trading

Ikaria also broke, with the $890 million seven-year covenant-light first-lien term loan (B1/B-) quoted at par bid, par ½ offered and the $330 million eight-year covenant-light second-lien term loan (Caa1/CCC) quoted at par bid, 101 offered, a market source said.

Pricing on the first-lien term loan is Libor plus 400 bps with a step-down to Libor plus 375 bps at less than 2.75 times first-lien leverage and a 1% Libor floor. The debt was issued at a discount of 99½ and has 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 775 bps with a 1% Libor floor and was sold at 991/4. This tranche has call protection of 102 in year one and 101 in year two.

During syndication, the first-lien term loan was upsized from $830 million, pricing was cut from Libor plus 450 bps, the step-down was added, the discount was tightened from 99 and the call protection was shortened from one year. Also, the second-lien loan was downsized from $415 million, the spread was trimmed from Libor plus 850 bps and the discount was moved from 99.

Ikaria getting revolver

In addition to the first- and second-lien term loans, Ikaria's $1.27 billion credit facility includes a $50 million revolver (B1/B-).

Credit Suisse Securities (USA) LLC, Barclays, Goldman Sachs Bank USA and Morgan Stanley Senior Funding Inc. are leading the deal that will be used to help fund the buyout of the company by Madison Dearborn Partners for about $1.6 billion. Existing Ikaria shareholders, including New Mountain Capital and certain members of the company's management team, will have a minority stake in the company.

The recent reduction in the total amount of term loan debt being obtained is because of lower fees and expenses.

Closing is expected this quarter, subject to customary conditions.

Ikaria is a Hampton, N.J.-based provider of proprietary and innovative therapies for the critical care units in hospitals.

Chrysler reworks deal

Switching to the primary, Chrysler cut pricing on its $1.75 billion term loan due December 2018 to Libor plus 250 bps from Libor plus 275 bps and kept the 0.75% Libor floor, original issue discount of 99½ and 101 soft call protection for six months intact, according to a market source.

As for the $250 million add-on term loan due May 2017, the discount was changed to 99 7/8 from 993/4, while pricing was unchanged at Libor plus 275 bps with a 0.75% Libor floor, the source said.

The add-on has the same spread and floor as the company's existing term loan due May 2017, as well as the same call protection, which is a 101 soft call that expires six months from December 2013.

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

J.P. Morgan Securities LLC, Bank of America Merrill Lynch, Barclays, Citigroup Global Markets Inc., Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc. and UBS Securities LLC are leading the $2 billion of senior secured term loans (Ba1/BB+) that will be used with $2.7 billion of senior secured notes to repay all of the Auburn Hills, Mich.-based automotive company's unsecured note issued on June 10, 2009 to the VEBA Trust.

ExGen flexes

ExGen trimmed pricing on its $300 million seven-year first-lien HoldCo senior secured term loan (Ba3/BB-) to Libor plus 425 bps from talk of Libor plus 450 bps to 475 bps and moved the original issue discount to 99½ from 99, according to a market source.

As before, the term loan has a 1% Libor floor, and soft call protection of 102 in year one and 101 in year two.

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

Barclays is leading the deal that will be used to make a distribution to parent company Exelon Corp. and for general corporate purposes.

ExGen is an operator of a portfolio of 13 contracted wind energy assets.

Seadrill launches

Also on the new deal front, Seadrill released talk of Libor plus 300 bps to 325 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for one year on its $1.7 billion seven-year term loan B (Ba3) that launched with a bank meeting on Tuesday, according to a market source.

The company's $1.8 billion credit facility also includes a $100 million first-out senior secured revolver (Baa3).

Commitments are due on Feb. 14, the source remarked.

Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC, Barclays and RBC Capital Markets are leading the deal that will be used to refinance existing debt and for general corporate purposes.

Closing is targeted for the third week of February.

Seadrill is an Oslo-based provider of offshore drilling services to the oil and gas industry.

CEC terms surface

CEC Entertainment revealed talk of Libor plus 325 bps to 350 bps with a 1% Libor floor, an original issue discount of 99½ and 101 soft call protection for six months on its $725 million seven-year covenant-light term loan B in connection with its bank meeting, according to a market source.

By comparison, recent filings with the Securities and Exchange Commission has expected term loan pricing at Libor plus 350 bps with a 1% Libor floor.

The company's $875 million credit facility (B) also includes a $150 million five-year revolver.

Commitments are due on Feb. 13, the source continued.

Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC, Morgan Stanley Senior Funding Inc. and UBS Securities LLC are leading the deal.

CEC being acquired

Proceeds from CEC's credit facility, $335 million of equity and $305 million of senior notes will be used to fund the buyout of the company by Apollo Global Management LLC for $54.00 per share in a transaction valued at about $1.3 billion, including the assumption of debt.

Backing the notes is a commitment for a $305 million one-year bridge loan that is priced at Libor plus 675 bps, stepping up by 50 bps every three months. The debt has a 1% Libor floor.

Closing is subject to a minimum tender condition of more than 50% of the company's common shares, the receipt of the Federal Trade Commission's approval under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and other customary closing conditions.

CEC is an Irving, Texas-based operator of Chuck E. Cheese's family dining and entertainment stores.

Ineos discloses guidance

Ineos held its call in the morning launching its roughly $2,607,000,000 term loan due May 4, 2018 with talk of Libor plus 250 bps to 275 bps and its roughly €841 million term loan due May 4, 2018 with talk of Euribor plus 275 bps to 300 bps, according to a market source.

Both loans have a 0.75% floor, a par offer price and 101 soft call protection for six months, the source said.

Commitments for the senior secured covenant-light term debt are due on Feb. 11.

Barclays and Bank of America Merrill Lynch are leading the deal that will be used to reprice an existing U.S. term loan from Libor plus 300 bps with a 1% Libor floor and an existing euro term loan from Euribor plus 325 bps with a 1% floor.

In connection with the repricing, the company is seeking to amend some provisions of its credit agreement.

Ineos is a Switzerland-based manufacturer of petrochemicals, specialty chemicals and oil products.

Aegis sets talk

Aegis Toxicology launched with a meeting its $195 million first-lien seven-year term loan B (B1/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, according to a market source.

In addition, talk came out on the $98 million 71/2-year second-lien term loan (Caa1/CCC+) at Libor plus 850 bps to 875 bps with a 1% Libor floor, a discount of 98½ and hard call protection of 102 in year one and 101 in year two, the source said.

The company's $333 million senior credit facility, for which commitments are due on Feb. 19, also includes a $40 million five-year revolver (B1/B).

Morgan Stanley Senior Funding Inc., SunTrust Robinson Humphrey Inc. and Fifth Third Bank are leading the deal that will be used to help fund the buyout of the company by ABRY Partners.

Aegis is a Nashville, Tenn.-based forensic toxicology and healthcare sciences laboratory.

Kronos pricing

Kronos Worldwide released talk of Libor plus 425 bps to 450 bps with a 1% Libor floor, an original issue discount of 99 and hard call protection of 102 in year one and 101 in year two on its $275 million six-year term loan B (B+) that was presented to investors during the session, a market source said.

Commitments are due on Feb. 14, the source continued.

Deutsche Bank Securities Inc. is leading the deal, which will be used to refinance existing debt.

Kronos is a Dallas-based producer of titanium dioxide pigments, the primary pigment for providing whiteness, brightness and opacity.

Aptean readies deal

Aptean set a bank meeting for 1 p.m. ET in New York on Thursday to launch a $440 million senior secured credit facility, according to a market source.

The facility consists of a $25 million revolver, a $315 million first-lien term loan and a $100 million second-lien term loan, the source said.

Morgan Stanley Senior Funding Inc., BMO Capital Markets Corp. and SunTrust Robinson Humphrey Inc. are leading the deal for the Atlanta-based provider of enterprise application software.

Harland Clarke closes

In other news, Harland Clarke Holdings Corp. completed its purchase of Valassis for $34.04 per share in cash, representing a transaction value of about $1.84 billion, according to a news release.

For the transaction, the company got a new $600 million first-lien covenant-light term loan B-4 (B1/B+) due August 2019 and a $150 million asset-based revolver due Feb. 20, 2018.

Pricing on the term loan B-4 is Libor plus 500 bps with a 1% Libor floor and it was sold at an original issue discount of 991/2. There is 101 soft call protection for one year.

Revolver pricing can range from Libor plus 175 bps to 225 bps, based on availability, and an unused fee that can range from 37.5 bps to 50 bps based on usage.

Harland lead banks

Credit Suisse Securities (USA) LLC, Bank of America Merrill Lynch, Citigroup Global Markets Inc., Deutsche Bank Securities Inc. and Jefferies Finance LLC led Harland Clarke's credit facility.

Initially, the company was marketing a $500 million first-lien covenant-light tack-on term loan B-3 due May 2018 talked at Libor plus 550 bps with a 1.5% Libor floor, a discount of 99 and call protection of 102 through April 2014, then 101 for a year, but the company shifted to a larger loan raised through an all new tranche during syndication.

In addition to funding the acquisition, the credit facility, $275 million of senior secured notes and $540 million of unsecured notes, downsized from $590 million as a result of the term loan upsizing, refinanced existing debt, including floating-rate notes due to the term loan upsizing, and will be used for general corporate purposes.

Harland Clarke is a San Antonio-based provider of payment, marketing and security services. Valassis is a Livonia, Mich.-based provider of media services.

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