Syniverse, El-Ad tweak; Evraz pulled; Technical Olympic breaks; LCDX off; Chrysler Financial still open

By Sara Rosenberg

New York, July 26 - Syniverse Technologies Inc. came out with a second round of changes to its credit facility, this time increasing pricing, adding soft call protection, adding an original issue discount to the funded term debt and beefing up upfront and commitment fees on the delayed-draw term loans.

Also, in the primary, El-Ad Las Vegas LLC restructured tranching and pricing on its deal, and Evraz Oregon Steel Mills Inc. pulled its deal from the market due to current conditions.

Over in the secondary, Technical Olympic USA Inc.'s credit facility freed up for trading with levels on the first- and second-lien term loans wrapping around 99.

Also in trading, LCDX dropped down to a new low in a volatile market, Swift Transportation Co. Inc.'s term loan B took a dive and Movie Gallery Inc.'s first-lien term loan headed lower with the rest of the market, but poor earnings from Blockbuster Inc. didn't help the situation either.

And, as a result of this secondary madness, investors' focus was diverted from the primary market, so Chrysler Financial's book is now planned to stay open past the Thursday commitment deadline.

Syniverse announced some more modifications to its credit facility, including flexing pricing higher on all tranches and sweetening terms on both the funded and delayed-draw debt, according to a market source.

Under the changes, the $42 million U.S. revolver, the $20 million euro-denominated revolver, the $137 million U.S. funded term loan, the $160 million U.S. delayed-draw term loan and the $130 million euro-denominated delayed-draw term loan are now all priced at Libor/Euribor plus 250 basis points, up from original talk of Libor/Euribor plus 200 bps, the source said.

In addition, the funded and delayed-draw term loans no longer have a pricing step down. Under the original terms, the loans were going to be able to step down to Libor plus 175 bps based on leverage.

The funded U.S. term loan is now being sold to investors with an original issue discount of 991/2, as opposed to at par, the source continued.

And, the U.S. and the euro delayed-draw term loans are now carrying an upfront fee of 100 bps, up from 25 bps, and the commitment fee is set at a flat rate of 125 bps, as opposed to at 75 bps, with two 25 bps step ups over time.

Furthermore, 101 soft call protection for one year was added to the funded and delayed-draw term loans, the source remarked.

Lastly, the accordion feature under the term loans has been capped at $100 million, whereas before it was the greater of $100 million or leverage-based test, the source added.

Commitments are due from lenders on Wednesday.

Last week, Syniverse tweaked its credit facility to divide the $297 million funded U.S. term loan into the $160 million delayed-draw piece and the $137 million funded piece and to change the entire $130 million euro-denominated term loan into delayed-draw from funded.

With the changes to tranching, the company also added a consolidated total leverage covenant that will apply to the revolvers and the term loans. The covenant opens at 3.25 times, stepping up when the delayed-draw debt is funded. The revolvers already contained a leverage covenant, but it was basically revised to match the new one added to the term loans.

Proceeds will be used to fund the $290 million proposed acquisition of Billing Services Group Ltd.'s wireless division, a provider of clearing, settlement, payment and financial risk management services for communications service providers, and to refinance Syniverse's existing senior secured credit facility.

The reason for the switch to delayed-draw funding is because the European Commission has initiated a phase II review of the acquisition.

The delayed-draw terms loans are available until March 21, 2008 or if they terminate the acquisition agreement.

Lehman Brothers and Deutsche Bank are the joint lead arrangers and joint bookrunners on the $489 million senior secured credit facility (Ba2/BB), with Lehman the left lead.

Syniverse is a Tampa, Fla., provider of mission-critical technology services to wireless telecommunications companies.

El-Ad reworks deal

El-Ad made a number of changes to its $825 million credit facility, adding a first-out and last-out tranche and adding a second-lien term loan, according to a syndicate document.

The facility is now comprised of a $450 million first-out term loan priced at Libor plus 275 bps, a $175 million last-out term loan priced at Libor plus 400 bps and a $200 million second-lien term loan priced at Libor plus 600 bps, the document said.

By comparison, when the deal was first launched it was structured as a single $825 million term loan tranche talked at Libor plus 275 bps.

Credit Suisse and Goldman Sachs are the lead banks on the deal.

Proceeds will be used to help fund Elad Group's acquisition of the New Frontier hotel in Las Vegas for about $1.2 billion.

Evraz pulls deal

Evraz Oregon Steel Mills decided to pull its $1.2 billion seven-year term loan (B1/BB-) from the market because of the current unfavorable conditions, according to a market source.

The term loan was being talked at Libor plus 250 bps.

UBS and Credit Suisse were acting as the lead banks on the deal, with UBS the left lead.

Proceeds were going to be used to refinance a portion of unsecured intercompany debt that was obtained in connection with Evraz Group SA's acquisition of Oregon Steel Mills, Inc. in January.

Evraz Oregon Steel is a Portland, Ore., steel manufacturer.

Technical Olympic frees to trade

Moving to secondary news, Technical Olympic's credit facility broke for trading, with the first- and second-lien term loans both quoted at 98½ bid, 99½ offered, according to a trader.

The $200 million first-lien term loan (B2/B-) is priced at Libor plus 375 bps, with 101 soft call protection in years one and two, and the $300 million second-lien PIK toggle term loan (Caa2/CCC-) is priced at Libor plus 725 bps, with call protection of non-callable for one year, then at 102 in year two and 101 in year three.

If PIK pricing is elected on the second-lien term loan, pricing bumps up by 75 bps.

During syndication, the first-lien term loan pricing was flexed up from original talk at launch of Libor plus 350 bps, the second-lien pricing was flexed up from original talk of Libor plus 650 bps and second-lien call premiums were changed from just 102 in year one and 101 in year two.

Technical Olympic's $1.2 billion credit facility also includes a $700 million revolver that is priced at Libor plus 375 bps.

During syndication, pricing on the revolver was also flexed up from original talk at launch of Libor plus 350 bps.

Citigroup is the lead arranger, bookrunner and administrative agent on the deal.

Security is substantially all of the company's assets.

Financial covenants include minimum adjusted consolidated tangible net worth, maximum ratio of debt adjusted consolidated tangible net worth, minimum ratio of EBITDA to interest incurred, maximum ratio of units owned to units closed, maximum ratio of land to adjusted consolidated tangible net worth, maximum ratio of unsold units to units closed and maximum ratio of outstanding secured debt and letters of credit to book value of inventory.

Proceeds will be used to fund settlements related to the Transeastern joint venture, including the repayment of Transeastern's $400 million of senior debt in full.

As part of the settlement, Transeastern will become wholly owned by the company and merged into one of its subsidiaries.

The settlement is expected to close on or about July 31.

Technical Olympic is a Hollywood, Fla., designer, builder and marketer of single-family residences, town homes and condominiums.

LCDX continues to plummet

In more secondary news, it was another hectic day of trading in which LCDX and cash continued to take a turn for the worse, according to a trader.

The index went out at 93.10 bid, 93.35 offered, down from 94.40 bid, 94.60 offered on Wednesday, the trader said.

"It even dropped below 93 at one point. It was like high 92s," a second trader added.

As for the cash market, that was down anywhere from a point to two points, the first trader remarked.

"Everybody is a seller today. No bids to be had," the second trader explained.

Swift Transportation loses ground

Swift Transportation's term loan B dropped by a pretty significant amount for no particular reason other than market technicals, according to a trader.

The term loan B ended the day at 86 bid, 87 offered, down from 91 bid, 92 offered, the trader said, adding that levels had even gotten as low as 84 bid, 85 offered.

"The deal was done back in May and it struggled to get done. I think some of the dealers and the hedge funds got pasted with it and they just decided enough is enough. For some reason today was the day," the trader remarked.

Swift is a Phoenix-based truckload carrier.

Movie Gallery drops

Movie Gallery's first-lien term loan gave up a couple of points in trading on Thursday in sympathy with the rest of the market, and also heightening the situation was Blockbuster's poor earnings results, according to a trader.

The Dothan, Ala.-based video rental company's first-lien term loan ended the day at 85 bid, 87 offered, down from 88 bid, 90 offered, the trader said.

Early in the session, Blockbuster announced second-quarter financial results that included a net loss of $35.3 million, or $0.20 per common share, as compared with net income of $68.4 million, or $0.31 per diluted common share, for the second quarter of 2006.

Total revenues decreased 2.8% to $1.26 billion for the quarter from $1.3 billion for the second quarter of 2006.

The Dallas-based provider of in-home movies and game entertainment saw its operating loss total $13.7 million, compared with an operating loss of $2.1 million for the same period last year.

Cash flow used for operating activities decreased $17 million to $40.3 million from cash used of $23.3 million last year.

Free cash flow decreased $20.8 million to a negative $59.8 million from a negative $39 million.

Chrysler Financial book to stay open

With so much volatility in the secondary taking up everybody's focus, deals in the primary market were basically described as "on hold or stalling", according to a market source.

To this end, although commitments were technically due on Chrysler Financial at 5 p.m. ET on Thursday, the book will continue to stay open, the source explained.

The Chrysler Financial $8 billion credit facility consists of a $2 billion five-year ABL revolver (B1/BB-) priced at Libor plus 275 bps, a $4 billion five-year first-lien term loan B (B1/BB-/BBB-) priced at Libor plus 400 bps and a $2 billion six-year second-lien term loan (B2/CCC+/BB) priced at Libor plus 650 bps.

The first-lien term loan B is being sold at a discount of 99 and carries call protection of 102 in year one and 101 in year two, and the second-lien term loan is being sold at a discount of 98½ and carries call protection of 103 in year one, 102 in year two and 101 in year three.

On Wednesday, Chrysler Financial increased pricing on its first-lien term loan B from revised talk of Libor plus 300 bps and original talk at launch of Libor plus 275 bps and changed the discount from the 99½ level that was proposed when the discount was added the other week.

Call protection on the first-lien term loan B had been changed from just 101 in year one earlier on in the syndication process.

Also on Wednesday, the company increased pricing on its second-lien term loan from revised talk of Libor plus 550 bps and from original talk at launch of Libor plus 500 bps and changed the discount from the 99 level that was proposed when the discount was added the other week.

Call protection on the second-lien term loan was changed earlier on in syndication from just 102 in year one and 101 in year two.

JPMorgan, Citigroup, Goldman Sachs, Bear Stearns and Morgan Stanley are the joint bookrunners on the deal, with JPMorgan, Citigroup and Goldman Sachs the joint lead arrangers.

Proceeds will be used to help fund the buyout of the provider of financial services for vehicles in the NAFTA region by Cerberus Capital Management LP from DaimlerChrysler AG.

Alpha Media price talk

Guidance emerged on Alpha Media Group Inc.'s $175 million credit facility, which launched with a bank meeting this past Wednesday, according to a syndicate document.

The $15 million five-year revolver (Ba3/B+) and the $120 million first-lien seven-year term loan (Ba3/B+) are both being talked at Libor plus 275 bps, and the $40 million 71/2-year second-lien term loan (B3/CCC+) is being talked at Libor plus 600 bps, the document said.

The revolver has a commitment fee of 50 bps.

Credit Suisse is the lead arranger on the deal.

Proceeds will be used to fund the acquisition of Dennis Publishing Inc.

Alpha Media is a New York-based publisher of men's lifestyle focused publications.

Isle of Capri closes

Isle of Capri Casinos, Inc. closed on its $1.35 billion senior secured credit facility (Ba3/BB+), according to a news release.

The credit facility consists of a $475 million five-year revolver, a $500 million 61/2-year funded term loan B, a $200 million 35-day delayed-draw 61/2-year term loan and a $175 million 12-month delayed-draw 61/2-year term loan.

Proceeds from the credit facility were used to refinance existing debt.

The 35-day delayed-draw term loan will be used to redeem the company's 9% senior subordinated notes.

During syndication, the revolver was downsized from $500 million and the 12-month delayed-draw term loan was upsized from $150 million.

The revolver is priced at Libor plus 200 bps, with a 37.5 bps commitment fee, and the term loans are priced at Libor plus 175 bps.

Credit Suisse acted as the lead bank on the deal.

Isle of Capri is a St. Louis-based developer, owner and operator of branded gaming facilities and related lodging and entertainment facilities.

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