Health Management breaks; Alere dips; Unifrax, B&G, Entercom tweak deals; NXP ups deadline

By Sara Rosenberg

New York, Nov. 16 - Health Management Associates Inc.'s credit facility hit the secondary market on Wednesday, with the term loan B quoted above its original issue discount price, and Alere Inc.'s term loan softened with add-on news.

Over in the primary, Unifrax I LLC made some changes to its credit facility, creating a new euro term loan B while downsizing the U.S. piece and lowering pricing on the U.S. B loan as well as on the revolver, and B&G Foods Inc. reworked tranche sizes and term loan B pricing.

Also on the topic of updates, Entercom Communications Corp. tightened its discount price and added a step-down in spread, and NXP Semiconductors NV firmed the original issue discount on its term loan A-2 at the low end of guidance and accelerated the commitment deadline by one day.

Additionally, Nuveen Investments and Preferred Sands LLC released price talk as both companies launched their deals to investors during the session.

Health Management frees up

Health Management Associates' credit facility broke for trading on Wednesday, with the $1.4 billion seven-year term loan B quoted on the open by one source at par bid, par ¼ offered, and by a second source at par bid, par ½ offered. The second source said that the paper then moved to par bid, par 3/8 offered. By late afternoon, another trader was seeing it at 99¾ bid, par ¼ offered.

Pricing on the B 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 $2.625 billion credit facility (Ba3/BB-/BB+) also includes a $725 million five-year term loan A and a $500 million five-year revolver, both priced at Libor plus 275 bps.

During syndication, the term loan B was upsized from $1.2 billion and the term loan A was downsized from $1 billion. Also, pricing on the B loan was lowered from Libor plus 375 bps and the floor tightened from 1.25%. At launch, the term B was talked at Libor plus 375 bps to 400 bps, but that quickly changed to focus on the tight end as a result of overwhelming demand.

Health Management refinancing

Proceeds from Health Management Associates' credit facility, along with $875 million of 7 3/8% notes that were downsized from $1 billion, will be used to replace an existing $500 million revolver and roughly $2.4 billion term loan B, and for general corporate purposes.

Since the company is reducing its B loan borrowings by $1 billion with this transaction, institutional guys scrambled to hold on to their paper, which is one of the reasons why the new term B was so well received.

Wells Fargo Securities LLC, Deutsche Bank Securities Inc., Citigroup Global Markets Inc., SunTrust Robinson Humphrey Inc. and Barclays Capital Inc. are the joint lead arrangers on the deal, with Wells Fargo and Deutsche the bookrunners.

Health Management is a Naples, Fla.-based operator of acute care hospitals.

Alere retreats with add-on

Alere's term loan softened to 98 bid, 99½ offered from 99¼ bid, par offered as plans were announced for the company to launch a $200 million add-on term loan with a conference call at 11:30 a.m. ET on Friday, according to a trader.

Talk on the add-on is Libor plus 350 bps with a 1% floor and an original issue discount of 97½ to 98. Pricing matches the existing term loan B, but when done in June, the existing loan was sold at 991/2.

Like the existing debt, the add-on will have a leverage-based pricing grid that is calculated at the end of the fiscal year, which is March 2012. Under the grid, the spread increases by 25 bps when senior secured leverage is more than 3.0 times and by an additional 50 bps when leverage is more than 4.0 times.

GE Capital Markets, Jefferies & Co. and Credit Suisse Securities (USA) LLC are the lead banks on the deal that will be used to repay $150 million of revolver debt and put cash on the balance sheet.

Alere is a Waltham, Mass.-based provider of near-patient diagnosis, monitoring and health management to enable individuals to improve their health and quality of life at home.

Unifrax restructures

In other loan happenings, Unifrax revised its credit facility structure, dividing its roughly $490 million seven-year term loan B into a $390 million U.S. and a €75 million euro piece, and updating pricing, according to a market source.

Pricing on the U.S. term loan B is Libor plus 550 bps with a 1.5% Libor floor and an original issue discount of 98, compared to initial talk of Libor plus 600 bps with a 1.5% floor and a discount of 97. There is still 101 soft call protection for one year.

As for the new euro term loan B tranche, pricing is set at Euribor plus 600 bps with a 1.5% floor and a discount of 98, and there is 101 soft call protection for one year as well, the source said.

And, regarding the company's $50 million five-year revolver, pricing was cut to Libor plus 525 bps from Libor plus 575 bps, while the 75 bps unused fee was left unchanged. The unused fee can drop to 50 bps at 3.5 times leverage or less.

Unifrax lead banks

Goldman Sachs & Co., Wells Fargo Securities LLC, GE Capital Markets and KeyBanc Capital Markets LLC are the lead banks on Unifrax's $540 million credit facility (B2/B+).

Recommitments were due from lenders at 5 p.m. ET on Wednesday.

Proceeds from the new credit facility will be used to help fund the buyout of the company by American Securities.

The changes made were leverage neutral, leaving senior net leverage at around 4.0 times.

Unifrax is a Niagara Falls, N.Y.-based supplier of high-temperature insulation products.

B&G modifies deal

B&G Foods made a number of changes to its facility, including increasing the pro rata tranche sizes and decreasing the term loan B, and reducing pricing on the B loan, according to a market source.

The five-year revolver is now sized at $200 million, up from $100 million, and the five-year term loan A is now $150 million, up from $100 million, with pricing on both tranches remaining at Libor plus 300 bps, the source said. The revolver has a 50 bps unused fee and the A loan is offered with a 50 bps upfront fee.

Meanwhile, the seven-year term loan B is now $225 million, down from $300 million, and pricing is Libor plus 350 bps with a 1% Libor floor and an original issue discount of 99, versus initial talk of Libor plus 400 bps with a 1.25% floor and a discount of 98, the source continued. Thel 101 soft call protection for one year was left unchanged.

Also amongst the revisions was an increase to the accordion feature to $200 million from $150 million.

B&G shutting early

Recommitments towards B&G Foods' now $575 million senior secured credit facility (BB), up from $500 million, are due at noon ET on Thursday, compared to an original deadline of Nov. 22.

Credit Suisse Securities (USA) LLC, Barclays Capital Inc. and RBC Capital Markets LLC are the lead banks on the deal that will be used to fund the acquisition of six brands from Unilever United States Inc. for $325 million and refinance the company's existing senior secured credit facility, including a $130 million term loan.

The brands being purchased are Mrs. Dash, Molly McButter, Sugar Twin, Baker's Joy, Static Guard and Kleen Guard.

Closing is targeted for Nov. 30, and pro forma LTM senior secured leverage will be 2.4 times, while total leverage will be 4.6 times.

B&G Foods is a Parsippany, N.J.-based manufacturer, seller and distributor of shelf-stable food.

Entercom revises OID

Entercom Communications changed the original issue discount on its $345 million seven-year term loan to 98 from 97, and, while pricing remained at Libor plus 500 bps with a 1.25% Libor floor, there is now a step down to Libor plus 475 bps at less than 5.0 times leverage, according to a market source. The 101 soft call protection for one year was left intact.

The Bala Cynwyd, Pa.-based radio broadcasting company's $395 million senior secured credit facility (Ba3/BB-) also includes a $50 million five-year revolver.

Commitments were due at 5 p.m. ET on Wednesday.

Bank of America Merrill Lynch, Credit Suisse Securities (USA) LLC and Morgan Stanley & Co. LLC are leading the deal that will be used, along with $250 million of senior notes, to refinance existing debt and for general corporate purposes.

NXP sets OID

NXP Semiconductors told lenders that the final original issue discount on its $500 million senior secured covenant-light term loan A-2 due 2017 will be 96 versus initial talk of 95 to 96. It also moved up the commitment deadline to 4:30 p.m. ET on Wednesday from end of day Thursday, according to a market source.

Pricing on the loan was left unchanged at Libor plus 425 bps with a 1.25% Libor floor. Also, as before, the tranche is non-callable until March 2013, followed by one year of protection at 102 and another year of protection at 101.

Barclays Capital Inc. and Credit Suisse Securities (USA) LLC are the joint bookrunners on the deal that will be used to refinance a portion of the company's existing secured floating-rate notes.

The borrowers of the new term loan will be NXP BV and NXP Funding LLC.

NXP amending A-1

In connection with the new deal, NXP is looking to amend its existing term loan A-1 to allow for the new A-2 loan under the existing credit agreement, and responses were due from lenders at the close of business Wednesday.

The term loan A-1 was obtained in March at Libor plus 325 bps with a 1.25% Libor floor and an original issue discount of 991/2. Other than pricing, terms on the A-1 match those on the new A-2.

Completion of the amendment needs 51% approval. If for some reason the amendment isn't obtained, the company can still do the A-2 loan under a new credit agreement.

The term loan A-1 and A-2 will trade separately in the secondary market.

NXP is an Eindhoven, Netherlands-based provider of mixed-signal products and semiconductor components.

Nuveen pricing emerges

Nuveen Investments held a conference call at noon ET on Wednesday to kick off syndication on its proposed $280 million add-on term loan (B) due May 13, 2017, and with the event, price talk was disclosed, according to sources.

The loan is talked at Libor plus 600 bps with a 1.5% Libor floor and an original issue discount of 97, and includes 101 soft call protection for one year, sources remarked.

Lead banks Deutsche Bank Securities Inc., Bank of America Merrill Lynch, Morgan Stanley & Co. LLC, UBS Securities LLC and Wells Fargo Securities LLC are seeking commitments by Tuesday.

Proceeds will help fund the acquisition of a 60% stake in Gresham Investment Management LLC, which is expected to close by the end of the year.

Nuveen is a Chicago-based provider of investment services. Gresham is a New York-based investment manager focused exclusively on portfolios providing investors access to commodities.

Preferred Sands guidance

Also launching in the afternoon was Preferred Sands' $430 million five-year credit facility, and it too released price talk, according to a market source.

The $30 million revolver and $175 million term loan A are talked at Libor plus 450 bps with an original issue discount of 99, and the $225 million term loan B is talked at Libor plus 500 bps to 525 bps with a 1.5% Libor floor, an original issue discount of 98 to 98½ and 101 soft call protection for one year, the source remarked.

Barclays Capital Inc., KeyBanc Capital Markets LLC and J.P. Morgan Securities LLC are joint lead arrangers - with Barclays and KeyBanc the bookrunners - on the deal that will be used to refinance existing debt, make a small acquisition and buy out some minority investors.

Pro forma for this year leverage is 4.3 times and 2.7 times on a run-rate basis.

Preferred Sands, a Radnor, Pa.-based provider of silica sand products, is seeking commitments by Dec. 2.

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