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Published on 11/5/2015 in the Prospect News Bank Loan Daily.

NXP, First Data break; Envision, American Commercial, PolyOne, Match Group modify deals

By Sara Rosenberg

New York, Nov. 5 – Term loans from NXP BV and First Data Corp. made their way into the secondary market on Thursday, with levels quoted above their original issue discounts, and iHeartMedia Inc.’s term loan D fell a few points on disappointing earnings.

Switching to the primary market, Envision Healthcare Corp. increased the size of its term loan B while decreasing pricing, and American Commercial Lines Inc. upsized its first-lien term loan, widened the spread and issue price and extended the call protection and cancelled plans for a second-lien term loan.

Additionally, PolyOne Corp. cut pricing and Libor floor on its term loan, Match Group Inc. lifted pricing, modified discount talk and sweetened the call protection, and Platform Specialty Products Corp. moved up the commitment deadline on its term debt.

Furthermore, Team Health Inc., Premiere Global Services Inc. and Ascensus Inc. (JCF Ascensus Holdings Inc.) released price talk with launch, and Higginbotham, Blue Coat Systems Inc. and Jamul Indian Village Development Corp. surfaced with new deal plans.

NXP frees up

NXP’s $2.7 billion five-year term loan B (Ba1/BBB-) broke for trading on Thursday, with levels seen at par bid, 100 3/8 offered, according to a trader.

Pricing on the loan is Libor plus 300 basis points with a 0.75% Libor floor, and it was sold at an original issue discount of 99.25. The debt has 101 soft call protection for six months.

Recently, pricing on the term loan was cut from Libor plus 325 bps and the discount was tightened from 99.

Credit Suisse Securities (USA) LLC, Morgan Stanley Senior Funding Inc., Barclays, Deutsche Bank Securities Inc., and Bank of America Merrill Lynch are leading the deal that will help fund the acquisition of Freescale Semiconductor Ltd. for $6.25 in cash and 0.3521 of an NXP ordinary share per Freescale common share.

The total equity value for Freescale is about $11.8 billion, and the total enterprise value is around $16.7 billion including Freescale’s net debt.

Closing is expected this year, subject to regulatory approvals and approval of NXP and Freescale shareholders.

Eindhoven, Netherlands-based NXP and Austin, Texas-based Freescale are semiconductor companies.

First Data revised, breaks

First Data lifted its U.S. fungible tack-on term loan due July 2022 to $1.25 billion from $750 million and finalized the original issue discount on the debt, as well as on a €200 million fungible tack-on term loan due July 2022, at 99.25, the tight end of the 99 to 99.25 talk, a source remarked.

The term debt is priced at Libor/Euribor plus 375 bps with no floor, and all of the 2022 loans are getting 101 soft call protection for six months.

Recommitments were due at 2 p.m. ET on Thursday, and by late day, the debt had freed up for trading, with the U.S. tranche quoted at 99 3/8 bid, 99 5/8 offered, the source added.

Credit Suisse Securities (USA) LLC and KKR Capital Markets are leading the deal that will be used to refinance the company’s 2017 term loan.

First Data is an Atlanta-based provider of electronic commerce and payment services.

iHeartMedia retreats

iHeartMedia’s term loan D dropped to 77½ bid, 78½ offered from 82 bid, 83 offered after the company released financial results for the third quarter ended Sept. 30, a trader said.

For the quarter, consolidated revenue was about $1.58 billion, down from around $1.63 billion in the comparable quarter in 2014.

Operating income in the third quarter was roughly $267 million, down from about $347 million in the prior year, and net loss was about $222 million, compared to a net loss of around $115 million in the 2014 quarter.

Also, consolidated OIBDAN for the quarter was around $458 million, versus about $479 million last year.

iHeartMedia is a San Antonio, Texas-based multi-platform media and entertainment company.

Envision changes emerge

Back to the primary market, Envision Healthcare raised its seven-year senior secured covenant-light term loan B to $1 billion from $750 million, trimmed the spread to Libor plus 350 bps from talk of Libor plus 375 bps to 400 bps and removed the 12 month MFN sunset provision, according to a market source.

As before, the term loan has a 1% Libor floor, a discount of 99 and 101 soft call protection for six months.

Recommitments were due by 5 p.m. ET on Thursday, the source said.

Barclays, Goldman Sachs Bank USA, Deutsche Bank Securities Inc., Bank of America Merrill Lynch and J.P. Morgan Securities LLC are leading the deal that will be used to back the already completed $620 million acquisition of Rural/Metro Corp. by Envision’s medical transportation segment American Medical Response, to repay ABL revolver borrowings and for general corporate purposes.

Due to the term loan upsizing, the amount of the ABL paydown and the amount available for general corporate purposes is increasing, the source added.

Envision is a Greenwood Village, Colo.-based provider of health care related services. Rural/Metro is a Scottsdale, Ariz.-based provider of ambulance transportation and fire protection services.

American Commercial reworked

American Commercial Lines increased its first-lien term loan to $1.15 billion from $1.1 billion, flexed pricing to Libor plus 875 bps from talk of Libor plus 600 bps to 625 bps, moved the original issue discount to 95 from 98, extended the 101 soft call protection to one year form six months, shortened the maturity to five years from seven years, and set amortization at 5% per annum, a market source said. The loan still has a 1% Libor floor.

As for the $200 million 7.5-year second-lien term loan, that was dropped from the capital structure, the source continued. Talk on this tranche had been Libor plus 925 bps with a 1% Libor floor, a discount of 96 to 97 and call protection of 103 in year one, 102 in year two and 101 in year three.

Recommitments were due at 5 p.m. ET on Thursday and allocations are expected on Friday.

Bank of America Merrill Lynch, Deutsche Bank Securities Inc., Goldman Sachs Bank USA and UBS AG are leading the deal that will be used to fund the acquisition of AEP River Operations from American Electric Power for about $550 million, and to refinance existing debt.

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

American Commercial is a Jeffersonville, Ind.-based marine transportation service company. AEP River Operations is a Chesterfield, Mo.-based commercial inland barge company.

PolyOne trims pricing

PolyOne reduced pricing on its $550 million seven-year senior secured covenant-light term B (Ba1/BB+) to Libor plus 300 bps from talk of Libor plus 325 bps to 350 bps and modified the Libor floor to 0.75% from 1%, according to a market source.

As before, the term loan has an original issue discount of 99.5 and 101 soft call protection for six months.

Commitments are due at noon ET on Friday, moved up from 5 p.m. ET on Friday. Allocations are expected shortly thereafter, the source added.

Citigroup Global Markets Inc., Wells Fargo Securities LLC, Goldman Sachs Bank USA, HSBC Securities (USA) Inc. and Morgan Stanley Senior Funding Inc. are leading the loan that will be used to refinance $317 million of senior unsecured notes due 2020 and other outstanding debt.

Closing is expected during the week of Nov. 9.

PolyOne is an Avon Lake, Ohio-based provider of specialized polymer materials, services and solutions.

Match flexes higher

Match Group raised pricing on its incremental $800 million seven-year senior secured term loan B (Ba2/BB+) to Libor plus 450 bps from talk of Libor plus 375 bps to 400 bps, changed original issue discount talk to 98 to 98.5 from 99 and extended the 101 soft call protection to one year from six months, while keeping the 1% Libor floor unchanged, according to a market source.

Recommitments were due at 1 p.m. ET on Thursday, the source said.

J.P. Morgan Securities LLC, BNP Paribas Securities Corp., Goldman Sachs Bank USA, Deutsche Bank Securities Inc. and Bank of America Merrill Lynch are leading the loan that will be used with $500 million of notes and an initial public offering of stock to fund a distribution to IAC/InterActiveCorp in connection with its spinoff from IAC and for general corporate purposes.

Match Group is a Dallas-based provider of dating products.

Platform moves deadline

Platform Specialty Products accelerated the commitment deadline on its term loan B debt to 5 p.m. ET on Thursday for U.S. investors from Friday, a market source said. Commitments from European lenders are due at 1 p.m. U.K. time on Friday.

As previously reported, the total term loan amount is being reduced by $100 million as a result of the company’s recent upsizing of its senior notes offering to $500 million from $400 million. However, the split of how much of the $100 million will come out of the U.S. term loan and how much will come out of the euro term loan is still to be determined.

At launch, the debt consisted of a $1,145,000,000 term loan B due June 7, 2020 and a €300 million term loan B due June 7, 2020.

Talk on the term loans is Libor plus 475 bps with a 1% Libor floor, an original issue discount of 98 and 101 soft call protection for one year.

Platform buying Alent

Proceeds from Platform’s term debt and bonds will be used help fund the acquisition of Alent plc for 503p per share in cash, or about $2.3 billion including net debt. The transaction also includes a partial share alternative under which eligible Alent shareholders can elect to receive Platform common stock in lieu of part or all of the cash consideration to which they would otherwise be entitled under the transaction.

Credit Suisse Securities (USA) LLC and Barclays are leading the loans.

Closing on the acquisition is expected on Dec. 1, subject to customary conditions.

Platform is a Miami-based specialty chemicals company. Alent is a U.K.-based supplier of specialty chemicals and engineered materials used primarily in electronics, automotive and industrial applications.

Team Health sets talk

Also in the primary, Team Health hosted its bank meeting on Thursday morning, presenting lenders with a $965 million seven-year senior secured term loan B talked at Libor plus 375 bps to 400 bps with a 0.75% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, according to a market source.

By comparison, the commitment letter filed with the Securities and Exchange Commission had the loan expected at Libor plus 300 bps with a 0.75% Libor floor.

Commitments are due at 5 p.m. ET on Nov. 13, the source said.

Citigroup Global Markets Inc., Bank of America Merrill Lynch. J.P. Morgan Securities LLC, Barclays, Goldman Sachs Bank USA and Citizens Bank are leading the deal that will be used with $545 million in new unsecured debt, a $168 million revolver draw and $2 million in cash on hand to fund the acquisition of IPC Healthcare Inc. in an all-cash transaction with an enterprise value of about $1.6 billion, or $80.25 per share.

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

Team Health is a Knoxville, Tenn.-based provider of outsourced physician staffing solutions for hospitals. IPC is a North Hollywood, Calif.-based national acute hospitalist and post-acute provider organization.

Premiere guidance emerges

Premiere Global Services disclosed price talk on its first- and second-lien term loans with its morning bank meeting and set a commitment deadline of 5 p.m. ET on Nov. 19, a market source said.

The $500 million seven-year first-lien term loan (B1/B) is talked at Libor plus 525 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, and the $150 million eight-year second-lien term loan (Caa1/B-) is talked at Libor plus 925 bps with a 1% Libor floor, a discount of 98 to 98.5 and call protection of 102 in year one and 101 in year two on the second-lien term loan, the source continued.

The company’s $700 million senior secured facility also includes a $50 million five-year revolver (B1/B).

Barclays, SunTrust Robinson Humphrey Inc. and Macquarie Capital (USA) Inc. leading the deal that will be used with $400 million in equity to fund the buyout of the company by Siris Capital Group LLC for $14.00 per share in cash. The transaction is valued at about $1 billion.

First-lien leverage is 3.1 times, total leverage is 4 times, and net total leverage is 3.5 times.

Closing on the buyout is subject to customary conditions.

Premiere Global is an Atlanta-based provider of collaboration software and services.

Ascensus discloses terms

Ascensus came out with talk of Libor plus 450 bps with a 1% Libor floor, an original issue discount of 98.5 and 101 soft call protection for one year on its $400 million seven-year first-lien term loan (B2) that launched with a morning bank meeting, according to a market source.

The company is also getting a $25 million delayed-draw term loan (B2).

Commitments are due on Nov. 19.

Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Macquarie Capital (USA) Inc. and RBC Capital Markets LLC are leading the deal that will be used to help fund the buyout of the company by Genstar Capital and Aquiline Capital Partners from J.C. Flowers & Co.

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

Ascensus is a Dresher, Pa.-based service provider of retirement and college savings plans.

Higginbotham joins calendar

Higginbotham scheduled a bank meeting for Tuesday to launch a $280 million credit facility, according to a market source.

The facility consists of a $40 million revolver (B), a $190 million six-year first-lien term loan B (B) and a $50 million 6.5-year second-lien term loan, the source said.

SunTrust Robinson Humphrey Inc. is leading the deal that will be used to refinance existing debt and fund a distribution so that employees can purchase more equity in the company.

Higginbotham is a Fort Worth-based insurance brokerage firm.

Blue Coat readies loan

Blue Coat Systems will hold a lender call on Friday afternoon to launch a fungible $225 million add-on first-lien term loan, a market source remarked.

Jefferies Finance LLC is leading the deal that will be used to fund an acquisition.

The company’s existing first-lien term loan is priced at Libor plus 350 bps with a 1% Libor floor.

Blue Coat is a Sunnyvale, Calif.-based web security company.

Jamul Indian on deck

Jamul Indian Village set a bank meeting for Monday to launch a new credit facility, according to a market source, who said the structure on the deal is not yet available.

Citizens Bank, Fifth Third Securities Inc. and Goldman Sachs Bank USA are leading the debt that will be used to back the construction of the proposed $360 million Hollywood Casino Jamul-San Diego on Jamul Indian Village’s reservation in Jamul, Calif.

The casino is being jointly developed with Penn National Gaming Inc. and is expected to be completed in July.

So far, funding for the project has only come from equity.


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