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Published on 12/4/2012 in the Prospect News Bank Loan Daily.

Wesco, Firth, Metaldyne, U.S. Foodservice, Multi Packaging break; Hamilton, NSG revise deals

By Sara Rosenberg

New York, Dec. 4 - Wesco Distribution Inc.'s new bank debt made its way into the secondary market on Tuesday, with the U.S. tranche seen trading above its original issue discount price, and Firth Rixson Ltd., Metaldyne LLC, U.S. Foodservice Inc. and Multi Packaging Solutions Inc. freed up as well.

Moving to the primary, Hamilton Sundstrand Industrial revised its credit facility, lowering the coupon on the term loan B and increasing the size as a bond offering was decreased, and NSG Holdings LLC trimmed the spread on its term loan B and firmed pricing on its letter-of-credit facilities at the low end of guidance.

Also, Consolidated Precision Products Corp. (WPP CPP Holdings LLC), Cinemark Holdings Inc., NXP Semiconductors NV, Ascensus Inc. and Affordable Care Inc. came out with talk in connection with their launches.

In addition, Heartland Dental Care Inc. released pricing details on its in market transaction, Wenner Media LLC and SunGard Data Systems Inc. began circulating guidance on their upcoming deals, and details on TCW Group's buyout financing surfaced.

Wesco frees up

Wesco Distribution's $700 million U.S. term loan emerged in the secondary market on Tuesday, with levels quoted at 99¾ bid on the open and then it moved to par bid, par ½ offered, according to a market source.

Pricing on the U.S. loan is Libor plus 350 basis points with a 1% Libor floor, and it was sold at an original issue discount of 99. There is 101 soft call protection for one year.

The company's roughly $850 million of new seven-year covenant-light debt (Ba3/B+) also includes a C$150 million term loan that is priced at BA plus 400 bps with a 1% floor and was sold at a discount of 98. This tranche has 101 soft call protection for one year as well.

During syndication, the U.S. loan was upsized from $605 million and pricing was flexed up from Libor plus 300 bps, and the Canadian loan saw pricing increase from BA plus 350 bps and the discount widen from 99.

Wesco buying Eecol

Proceeds from Wesco's term loans will help fund the roughly C$1.14 billion acquisition of Eecol Electric Corp., a Calgary, Alta.-based full-line distributor of electrical equipment, products and services, and, as a result of last week's U.S. term loan upsizing, to repay existing senior subordinated notes due 2017.

Other funds for the notes redemption will come from $60 million of additional drawings under the company's revolvers.

Credit Suisse Securities (USA) LLC, Barclays, UBS Securities LLC and Goldman Sachs & Co. are the lead banks on the deal.

Closing is expected this quarter, subject to approval under the Canadian Competition Act.

Wesco is a Pittsburgh-based provider of electrical, industrial and communications MRO and OEM products, construction materials and advanced supply chain management and logistics services.

Firth trades atop OID

Firth Rixson's credit facility also broke for trading, with its $420 million U.S first-lien term loan quoted at par 3/8 bid, 101 3/8 offered, according to a market source.

Pricing on the U.S. term loan is Libor plus 425 bps with a 1.25% Libor floor, and it was sold at a discount of 991/2. There is 101 soft call protection for one year.

The company is also getting a £180 million first-lien term loan due June 2017 that is priced at Libor plus 475 bps with a 1.25% Libor floor. This tranche was also sold at a discount of 99½ and has 101 soft call protection for one year.

During syndication, the total amount of term loan debt was increased to $705 million-equivalent from $680 million, with the sterling tranche coming up from £150 million at launch, pricing on the U.S. loan was reduced from talk of Libor plus 475 bps to 500 bps, pricing on the sterling loan was trimmed from talk of Libor plus 500 bps to 525 bps and the discount on both tranches was tightened from 99.

Firth getting revolver

Firth Rixson's $825 million credit facility (Ba3/B+) also provides for a $120 million revolver due March 2017.

Deutsche Bank Securities Inc., Barclays, HSBC, Lloyds Securities LLC and GE Capital Markets are leading the deal.

Proceeds will be used to refinance existing debt. The additional funds raised through the term loan upsizing will be used to reduce a Holdco PIK investment.

Firth Rixson is a Sheffield, England-based provider of seamless rolled rings, closed die forgings, open die forgings, extruded forgings and specialty metals primarily to the aerospace market.

Metaldyne hits secondary

Metaldyne's $415 million six-year U.S. term loan B freed up too, with levels seen at par bid, par ½ offered, according to a trader.

Earlier, the original issue discount on the U.S. term B was revised to 99½ from 99, while pricing was left at Libor plus 475 bps with a 1.25% Libor floor, a market source said.

The company is also getting a $130 million six-year euro equivalent term loan B that saw its discount changed to 98 from 99, the source continued. Pricing on this debt remained at Euribor plus 525 bps with a 1.25% Euribor floor.

Bank of America Merrill Lynch, Deutsche Bank Securities Inc., RBC Capital Markets LLC and Barclays are leading the $620 million credit facility (B1/B+), which includes a $75 million five-year revolver as well.

Proceeds will help fund American Securities' buyout of the company from Carlyle Group.

Metaldyne is a Plymouth, Mich.-based designer and supplier of metal-formed components and assemblies for powertrain applications.

U.S. Foodservice trading

Another deal to make its way into the secondary was U.S. Foodservice's $450 million term loan due 2017 (B3/B-), and levels on the debt were quoted at 98½ bid, 99½ offered, a trader said.

Pricing on the loan, which was upsized recently from $350 million, is Libor plus 425 bps with a 1.5% Libor floor, and it was offered at 98 for new investors and with a 2% extension fee for existing 2014 lenders that extended their commitments.

The new loan is fungible with the existing extended term loan tranche, which carries the same spread and floor and the new debt.

Citigroup Global Markets Inc., Deutsche Bank Securities Inc., BMO Capital Markets Corp., Goldman Sachs & Co., J.P. Morgan Securities LLC, KKR Capital Markets, Morgan Stanley Senior Funding Inc., Natixis and Wells Fargo Securities LLC are leading the deal that will be used to repay non-extended term loan debt due in 2014.

U.S. Foodservice is a Columbia, Md.-based broadline foodservice distributor.

Multi Packaging breaks

Multi Packaging also began trading, with the $290 million six-year first-lien term loan (B1/B) quoted at par ¼ bid, 101 offered, and the $80 million 61/2-year second-lien term loan (Caa1/CCC+) quoted at 97½ bid, 98½ offered, according to a market source.

The first-lien term loan is priced at Libor plus 475 bps with a 1.25% Libor floor, and was sold at an original issue discount of 99. There is 101 soft call protection for one year.

Pricing on the second-lien loan is Libor plus 900 bps with a 1.25% Libor floor, and it was sold at a discount of 971/2. This debt has hard call protection of 103 in year one, 102 in year two and 101 in year three.

During syndication, pricing on the first-lien term loan was lifted from talk of Libor plus 400 bps to 425 bps. Additionally, the second-lien term loan was downsized from $100 million, pricing was increased from talk of Libor plus 825 bps to 850 bps and the discount was revised from 98.

Multi Packaging leverage

With the new $400 million senior secured credit facility, that also includes a $30 million five-year revolver (B1/B), Multi Packaging will have first-lien leverage of 3.7 times and total leverage of 4.6 times.

Barclays Capital Inc. and UBS Securities LLC are the lead banks on the deal.

Proceeds will be used to refinance existing debt, redeem preferred stock and pay dividends or other distributions to shareholders.

Multi Packaging Solutions is a New York-based manufacturer of specialty print-based packaging products for the pharmaceutical, multi-media and consumer markets.

Hamilton Sundstrand reworked

Over in the primary, Hamilton Sundstrand Industrial upsized its seven-year covenant-light term loan B to $1.675 billion from $1.55 billion as its senior unsecured notes offering was downsized to $650 million from $775 million, according to a market source.

Also, pricing on the term loan B was reduced to Libor plus 375 bps from talk of Libor plus 400 bps to 425 bps, while the 1.25% Libor floor and discount of 99 were left intact, the source said.

The $1.975 billion senior secured deal (B1/B+) includes a $300 million five-year revolver as well.

Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Morgan Stanley Senior Funding Inc., RBC Capital Markets LLC, UBS Securities LLC and Goldman Sachs & Co. are the lead banks on the debt.

Hamilton moves deadline

With the changes to structure and pricing, Hamilton Sundstrand accelerated the commitment deadline on its credit facility to noon ET on Wednesday from Thursday, another source remarked.

Proceeds from the credit facility, bonds and equity will fund the acquisition of the company by BC Partners and Carlyle Group from United Technologies Corp. for $3.46 billion.

Closing is expected this quarter, subject to regulatory approval and customary conditions.

Hamilton Sundstrand is a Windsor Locks, Conn.-based manufacturer of highly engineered, mission-critical pumps and compressors for the industrial, infrastructure and energy markets.

NSG flexes

NSG Holdings lowered pricing on its $146 million term loan B to Libor plus 350 bps from talk of Libor plus 375 bps to 400 bps, while leaving the 1.25% Libor floor, original issue discount of 99 and 101 soft call protection for one year unchanged, according to a market source.

Also, pricing on the company's $44 million debt service reserve letter-of-credit facility firmed at Libor plus 375 bps, the tight end of the Libor plus 375 bps to 400 bps talk, and pricing on the $40 million performance letter-of-credit facility came at Libor plus 275 bps, the low end of the Libor plus 275 bps to 300 bps guidance, the source said. Both letter-of-credit facilities are being offered with a 1% upfront fee.

BNP Paribas Securities Corp. is the lead bank on the $230 million credit facility (Ba1/BB+).

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

NSG Holdings is a subsidiary of Northern Star Generation LLC, a Houston-based power generation company.

Consolidated guidance

In more primary news, Consolidated Precision Products held a bank meeting on Tuesday to kick off syndication on its credit facility, and shortly ahead of the launch, price talk on the first- and second-lien term loans was announced, according to a market source.

The $415 million seven-year covenant-light first-lien term loan is talked at Libor plus 450 bps to 475 bps with a 1.25% Libor floor and an original issue discount of 99, the source said. This debt has 101 soft call protection for one year.

And, the $185 million eight-year covenant-light second-lien term loan is talked at Libor plus 825 bps to 850 bps with a 1.25% Libor floor and a discount of 981/2, the source continued. The tranche has call protection of 102 in year one and 101 in year two.

Also included in the company's $700 million credit facility is a $100 million five-year revolver that has a 50 bps unused fee.

Consolidated Precision leads

UBS Securities LLC, GE Capital Markets and RBC Capital Markets LLC are the bookrunners on Consolidated Precision Products' credit facility that be used to help fund the acquisition of ESCO Corp.'s Turbine Technologies Group and refinance existing debt.

Commitments are due on Dec. 18, the source added.

Closing is expected following satisfaction of regulatory requirements and other customary conditions.

Consolidated Precision Products is a Pomona, Calif.-based manufacturer of highly engineered components and sub-assemblies, supplying the commercial aerospace, military and industrial markets with small-to-large function critical products. The Turbine Technologies Group is a manufacturer of superalloy precision investment cast components.

Cinemark pricing details

Cinemark presented its $700 million term loan to investors during the session with talk of Libor plus 300 bps to 325 bps with no Libor floor, an original issue discount of 99 and 101 soft call protection for one year, according to a market source.

The company's $800 million senior secured credit facility (Ba1/BB+), for which commitments are due on Dec. 11, also includes a $100 million undrawn revolver.

Barclays, Morgan Stanley Senior Funding Inc., Deutsche Bank Securities Inc. and Wells Fargo Securities LLC are leading the deal.

Proceeds from the credit facility and $400 million of senior notes will be used to refinance an existing $73.5 million revolver and $900 million term loan, meaning that the company is currently raising about $200 million in incremental debt.

Cinemark, a Plano, Texas-based motion picture exhibitor, announced last month that it will acquire 32 theatres located in 12 states from Rave Cinemas for about $240 million.

NXP shops incremental loan

NXP Semiconductors held its call in the morning, at which time lenders were approached with a new $500 million incremental senior secured term loan (B+) due January 2020 that will fund the tender for up to $500 million of 9¾% senior secured notes due 2018, according to a market source.

As of Nov. 20, NXP, an Eindhoven, Netherlands-based maker of semiconductors, had received tenders for $678.02 million, or 73.5%, of its notes. The offer expires on Monday.

Talk on the term loan is Libor plus 350 bps with a 1.25% Libor floor and an original issue discount of 99, and it is non-callable for one year, then has 101 hard call protection in year two, the source said.

Deutsche Bank Securities Inc., Bank of America Merrill Lynch and Goldman Sachs & Co are the bookrunners and lead arrangers on the deal, and Barclays is the administrative agent.

Commitments are due at the close of business on Thursday, the source added.

Ascensus reveals terms

Ascensus launched in the morning its $175 million six-year term loan B (B2/B) with talk of Libor plus 650 bps to 675 bps with a 1.25% Libor floor, an original issue discount of 98½ and 101 soft call protection for one year, according to a market source.

The $185 million senior secured credit facility also includes a $10 million revolver.

Lead bank, Morgan Stanley Senior Funding Inc., is asking for commitments by noon ET on Dec. 14, the source said.

Proceeds will be used fund the acquisition of ExpertPlan, an East Windsor, N.J.-based provider of micro and small plan recordkeeping and administrative services, and to fund a dividend.

Closing is expected by year-end.

Ascensus is a Dresher, Pa.-based provider of retirement plan solutions for organizations.

Affordable Care launches

Affordable Care launched its $300 million senior secured credit facility with a bank meeting, and is asking for commitments from investors by Dec. 14, according to a market source.

The facility consists of a $10 million five-year revolver and a $190 million six-year first-lien term loan, both talked at Libor plus 500 bps with a 1.25% Libor floor and an original issue discount of 99, and a $100 million 61/2-year second-lien term loan talked at Libor plus 925 bps with a 1.25% Libor floor and a discount of 98, the source said. The revolver has a 50 bps unused fee.

The first-lien term loan has 101 soft call protection for one year, and the second-lien term loan has call protection of 103 in year one, 102 in year two and 101 in year three.

GE Capital, NXT Capital and Golub Capital are leading the deal that will refinance existing debt and fund a dividend.

Affordable Care is Kinston, N.C.-based provider of practice management services and on-site denture laboratories focused exclusively on dentures.

Heartland talk emerges

Heartland Dental Care released talk on Tuesday of Libor plus 450 bps with a 1.25% Libor floor and an original issue discount of 99 on its $450 million first-lien term loan (B1/B), a market source said.

Additionally, talk on the $200 million second-lien term loan (Caa1/CCC+) came out at Libor plus 800 bps to 825 bps with a 1.25% Libor floor, a discount of 98½ and call protection of 103 in year one, 102 in year two and 101 in year three, the source continued.

The $750 million credit facility, which also includes a $100 million revolver (B1/B), launched with a bank meeting on Nov. 29, but price talk wasn't disclosed because the company was waiting on ratings. The talk ended up being announced shortly before ratings were released by Moody's Investors Service.

Commitments are due on Dec. 12.

RBC Capital Markets LLC, BMO Capital Markets Corp. and Jefferies & Co. are leading the deal that will help fund the roughly $1.3 billion buyout of the company by Teachers' Private Capital.

Heartland Dental is an Effingham, Ill.-based provider of office support services to dental offices.

Wenner readies deal

Wenner Media will hold a call at 11:30 a.m. ET on Wednesday to launch a $215 million credit facility (B3) that consists of a $15 million 41/2-year revolver and a $200 million five-year term loan B, according to a market source.

Talk on the term loan B began making its way around the market at Libor plus 800 bps with a 1.25% Libor floor and an original issue discount that is still to be determined, the source remarked.

J.P. Morgan Securities LLC is leading the deal that will be used to refinance existing debt and for general corporate purposes.

Wenner Media is a New York-based provider of entertainment and lifestyle brand publications.

SunGard plans term B

SunGard Data Systems scheduled a call for 2:30 p.m. ET on Wednesday to launch a $720 million seven-year incremental term loan B that is talked at Libor plus 375 bps with a 1% Libor floor, an original issue discount of 99½ and 101 soft call protection for one year, according to a market source.

J.P. Morgan Securities LLC, Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Morgan Stanley Senior Funding Inc., Bank of America Merrill Lynch, Goldman Sachs & Co., Barclays, Credit Suisse Securities (USA) LLC and RBC Capital Markets are the lead banks on the deal.

Proceeds will be used to fund a dividend to shareholders.

In connection with the new loan, the company is seeking an amendment to its existing credit facility to permit the dividend.

SunGard is a Wayne, Pa.-based software and technology services company.

TCW timing, structure

TCW Group set a bank meeting for 2 p.m. ET in New York on Wednesday to launch the $405 million credit for its buyout by the Carlyle Group from Societe Generale, according to a market source.

The facility consists of a $50 million five-year revolver and a $355 million seven-year term loan B, the source said, adding that price talk is not yet available.

J.P. Morgan Securities LLC, Bank of America Merrill Lynch and Morgan Stanley Senior Funding Inc. are the lead banks on the deal.

Other funds for the buyout will come from equity from Carlyle investment funds, as well as from TCW management, and with the transaction, TCW management and employees will increase their ownership in the firm to about 40% on a fully diluted basis.

Closing is expected in the first quarter of 2013.

TCW is a Los Angeles-based asset management firm with around $130 billion under management.

Consolidated Communications closes

In other news, Consolidated Communications Holdings Inc. completed its $515 million term loan B (Ba3/BB-), according to a news release.

Pricing on the loan is Libor plus 400 bps, after firming during syndication at the high side of the Libor plus 375 bps to 400 bps talk. There is a 1.25% Libor floor and 101 soft call protection for one year, and the debt was sold at an original issue discount of 99.

Wells Fargo Securities LLC led the loan that was used to refinance non-extended term loan borrowings and pay down revolver debt.

Consolidated Communications is a Mattoon, Ill.-based rural local exchange company providing voice, data and video services.


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