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Published on 6/29/2005 in the Prospect News Bank Loan Daily.

Psychiatric Solutions cuts spread; DoubleClick firms pricing; Maidenform breaks in par context

By Sara Rosenberg

New York, June 29 - Psychiatric Solutions Inc. reduced pricing on its term loan and added a step down as well, and DoubleClick Inc. finalized pricing on its $455 million credit facility and made some minor tweaks to call protection provisions contained in the first-lien term loan.

Meanwhile, Maidenform Inc. allocated its upsized and repriced first-lien term loan on Wednesday, with the paper quoted in the mid-to-upper par region.

Psychiatric Solutions reverse flexed pricing on its $325 million term loan due 2012 to Libor plus 200 basis points from Libor plus 250 bps and added a step down under which pricing can drop to Libor plus 175 bps when leverage is 4.75x, according to a market source.

The changes were announced Wednesday morning, and recommitments on the deal were due by the end of business.

The term loan was offered to investors at par.

Pricing on the $150 million amended and restated revolver due 2009 remained at Libor plus 250 bps, the source added.

There were no upfront fees offered on the revolver during syndication because it's an amendment and restatement of the existing $150 million revolver under which the company is seeking, among other things, permission to add the new term loan into the capital structure, the market source explained.

In order for the revolver amendment and restatement to be successful, 51% of approval is needed from lenders.

Proceeds from the $475 million credit facility (B1/B+), along with the funds from a planned $150 million senior subordinated notes issue, will be used to help fund the acquisition of 20 inpatient psychiatric facilities from Ardent Health Services and for general corporate purposes.

Citigroup is the sole lead bank on the deal.

Psychiatric Solutions is a Franklin, Tenn.-based provider of inpatient behavioral health care services.

DoubleClick finalizes terms

DoubleClick set pricing on its $290 million seven-year senior secured first-lien term loan B (B2/B) and $50 million five-year revolver (B2/B) at Libor plus 400 bps - the high end of original price guidance at launch of Libor plus 375 to 400 bps, according to a market source. The revolver has a 50 basis point commitment fee.

Furthermore, pricing was set on the $115 million eight-year senior secured second-lien term loan (Caa1/CCC+) at Libor plus 775 bps - the low end of original guidance at launch of Libor plus 775 to 800 bps.

By comparison, according to a commitment letter previously filed with the Securities and Exchange Commission, the term loan B was originally anticipated at Libor plus 400 bps - in line with where it actually ended up - and the second-lien term loan was originally anticipated at Libor plus 725 bps - 50 basis points shy of final pricing.

The syndicate also modified call protection under the first-lien term loan to include 102 in year one and 101 in year two as opposed to the original proposal of just 101 in year, the source added.

The second-lien term loan contains, and has since launch, call protection of 103 in year one, 102 in year two and 101 in year three.

Bear Stearns and Credit Suisse First Boston are joint lead arrangers on the deal.

Proceeds from the term loans will be used to fund the acquisition of DoubleClick by Hellman & Friedman LLC and JMI Equity for $1.1 billion, or $8.50 a share, and to repay existing debt.

Hellman & Friedman has committed to provide up to $327 million in equity financing for the LBO, and JMI Management has committed to provide $15 million in equity financing.

The revolver will be available for general corporate purposes.

DoubleClick is a New York-based internet advertising services company.

Maidenform breaks

Maidenform's repriced and resized first-lien term loan (Ba3/B+) freed up for trading, with levels quoted at par 3/8 bid, par 7/8 offered by late afternoon, although trading activity in the name was pretty light, according to a buyside source.

As for allocations on the deal, "I got about 67% of what I had put in for. I was told that this was a top tier allocation," the source told Prospect News.

Through this transaction, the first-lien term loan is increasing by $50 million to $150 million with proceeds from the add-on earmarked for the repayment in full of the company's existing $50 million second-lien term loan that carries an interest rate of Libor plus 750 bps.

Furthermore, the entire enlarged first-lien term loan is being repriced with an interest rate of Libor plus 225 bps, down from existing pricing of Libor plus 275 bps.

According to a recent filing with the Securities and Exchange Commission, sometime in December, the interest rate on the loan can step down based on leverage and if the company's proposed initial public offering of common stock is completed. If Maidenform has completed its IPO and the leverage ratio is greater than or equal to 3.00:1.00, the interest rate moves to Libor plus 200 bps. If the IPO is completed and the leverage ratio is less than 3.00:1.00, the interest rate moves to Libor plus 175 bps. However, if the IPO is not completed but the leverage ratio is less than 3.00:1.00, the interest rate can also step down to Libor plus 200 bps.

The filing also said that through this transaction, Maidenform is increasing its revolver to $50 million from $30 million.

Lastly, as part of this amendment, the company asked lenders to allow proceeds from its proposed initial public offering of common stock to be used for a dividend payment and general corporate purposes as opposed to a debt repayment, market sources added.

BNP Paribas is the lead bank on the deal.

Maidenform is a Bayonne, N.J., marketer and manufacturer of intimate apparel.

Calpine trades up

Calpine Corp.'s second-lien bank debt saw a rush of activity in the morning hours at higher levels after the company announced plans to sell its domestic oil and gas exploration and production assets for $1.05 billion to Rosetta Resources Inc.

The bank debt closed out the session up around two points at 85½ bid, 86½ offered, according to a trader, who said that the paper was active earlier in the day but went "dead" during the afternoon.

The news sent the bank debt higher because, one it's good for the company, and two, there's the potential that some of the second-lien debt may get paid down with a portion of the proceeds from the sale, the trader explained.

Rosetta Resources, a newly formed indirect, wholly owned subsidiary of Calpine, has agreed to issue 45,312,500 of its common shares in a private placement for $725 million, which in addition to borrowing $325 million under a new credit facility, will fund the purchase price.

The sale is scheduled to close on July 7 and, following this transaction, San Jose, Calif.-based power company Calpine will no longer own any interest in Rosetta.


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