Swett & Crawford sets talk; Southern Pines tweaks deal; Univision, Cenveo break

By Sara Rosenberg

New York, March 16 - Swett & Crawford Group Inc. released price talk on its credit facility as the deal was launched with a bank meeting on Friday, and Southern Pines Energy Center reworked its credit facility due to oversubscription, increasing the revolver size, decreasing the term loan B size and lowering pricing on the term loan B.

As for the secondary market, Univision Communications Inc. and Cenveo Inc. freed for trading, with both deals' institutional term loan debt ending the session in the pars.

Swett & Crawford held a bank meeting on Friday to kick off syndication on its proposed $395 million credit facility, and with the launch, price talk on the transaction surfaced, according to a market source.

Both the $20 million revolver (B2) and the $265 million first-lien term loan B (B2) were presented to lenders with talk of Libor plus 250 basis points, while the $110 million second-lien term loan (B3) was presented with talk of Libor plus 575 to 600 bps, the source said.

The second-lien term loan carries call protection of 102 in year one and 101 in year two, the source added.

Deutsche Bank and Credit Suisse are the lead banks on the deal.

Proceeds will be used to fund a recapitalization that will include paying a dividend to sponsors.

Swett & Crawford is an Atlanta-based insurance broker.

Southern Pines restructures

Southern Pines Energy Center made a number of changes to its credit facility on Friday afternoon, including upsizing the revolver, downsizing and reverse flexing pricing on the term loan B and eliminating the delayed-draw component, according to a market source.

Under the revised structure, the revolver is now sized at $100 million, up from $75 million, and initial pricing has been set at Libor plus 200 bps, the source said.

Meanwhile, the term loan B is now sized at $135 million, down from $160 million, and pricing was reduced to Libor plus 187.5 bps from original talk at launch of Libor plus 225 bps, the source continued.

In addition, the term loan B debt will now be completely funded at close. By comparison, under the original structure, 30% of the $160 million term loan B tranche was going to be delayed draw, the source added.

The term loan B was more than three times oversubscribed.

Recommitments from lenders are due at the close of business on Monday.

SunTrust is the lead bank on the $235 million credit facility (B1/BB-) that will be used to refinance existing construction debt.

Southern Pines is a salt dome gas storage facility in Greene County, Miss.

MacDermid upsizes, trims pricing

MacDermid Inc. upsized its credit facility after downsizing its proposed bond offering, carved a euro term loan out of the term loan B tranche and reverse flexed pricing on the U.S. term loan B, according to a buyside source.

The total term loan B size is now set at $610 million, up from $510 million, the source said. Of the total amount, $250 million has been carved out as a euro-equivalent tranche.

As for pricing, the seven-year U.S. term loan B portion saw a reduction in the spread to Libor plus 200 bps from original talk at launch of Libor plus 225 to 250 bps. Pricing on the seven-year euro term loan B is set at Euribor plus 225 bps (essentially ending up at the low end of original guidance), the source added.

MacDermid's now $660 million (up from $560 million) senior secured credit facility (B1/B+) also includes a $50 million six-year revolver with a 50 bps commitment fee.

The term loan B is covenant-light, and the revolver has trigger covenants that kick in when more than $10 million is outstanding under the tranche.

In response to the upsizing to the credit facility, MacDermid downsized its bond offering to $350 million from $465 million.

Credit Suisse, Goldman Sachs, Bear Stearns, CIBC and RBS Securities are the lead banks on the credit facility, with Credit Suisse the left lead.

Proceeds from the credit facility, along with the bonds, will be used to fund the leveraged buyout of the company by Daniel H. Leever, the company's chairman and chief executive officer, and investment funds managed by Court Square Capital Partners and Weston Presidio in a transaction valued at more than $1.3 billion, including the assumption or repayment of about $301 million of debt.

MacDermid is a Denver-based specialty chemical manufacturer.

Univision frees to trade

Switching to the secondary, Univision's credit facility broke for trading, with the strip of delayed-draw and funded term loan B debt quoted at par 1/8 bid, par ¼ offered on the open, getting as low as 99 7/8 bid, par 1/8 offered and then rebounding slightly to par bid, par ¼ offered, where it ended the day, according to traders.

The $7 billion term loan B (Ba3/B/B+) and the $450 million delayed-draw term loan (Ba3/B/B+) are priced at Libor plus 225 bps with a step down to Libor plus 200 bps if the corporate credit rating is Ba3 or total leverage is less than 9.5 times. During syndication, pricing on these tranches firmed up at the low end of original guidance of Libor plus 225 to 250 bps and the step down was added.

Univision's $8.2 billion credit facility also includes a $750 million revolver (Ba3/B/B+) priced at Libor plus 225 bps. Pricing on this paper also ended up at the tight end of the original Libor plus 225 to 250 bps talk.

In addition, the company got a $500 million second-lien bridge loan (B3/NA/B-), which will be repaid with proceeds from some expected asset sales, that is priced at Libor plus 250 bps. During syndication, pricing on this tranche was reduced from original talk of Libor plus 275 to 300 bps.

Deutsche Bank and Bank of America are the joint lead arrangers on the deal, with Credit Suisse, Wachovia, RBS Securities and Lehman involved as well.

Deutsche and Credit Suisse are the joint leads on the bridge facility.

Proceeds from the facility, along with $1.5 billion in high-yield notes, will be used to help fund the leveraged buyout of Univision by Madison Dearborn Partners, Providence Equity Partners, Texas Pacific Group, Thomas H. Lee Partners and Saban Capital Group for $36.25 per share in cash. The transaction is valued at around $13.7 billion, including the assumption of $1.4 billion in debt.

Univision is a Los Angeles-based Spanish-language media company.

Cenveo trades atop par

Also hitting the secondary on Friday was Cenveo's $725 million term loan B (Ba3/B+), with levels on the paper quoted at par ¼ bid, par ½ offered, according to a trader.

The term loan B is priced at Libor plus 175 bps. During syndication, pricing on the paper was reduced from original talk of Libor plus 200 bps.

Of the total term loan amount, $125 million is delayed draw and the remaining $600 million is funded.

Wachovia acted as the lead bank on the deal that was used to help fund the recently completed acquisition of Cadmus Communications Corp. for $24.75 per share in cash.

Cenveo is a Stamford, Conn., provider of print and visual communications. Cadmus is a Richmond, Va., provider of end-to-end integrated graphic communications and content processing services to professional publishers, not-for-profit societies, and corporations.

GNC closes

General Nutrition Centers, Inc. closed on its new $735 million credit facility (B1/B-) consisting of a $60 million revolver due March 2012 and a $675 million term loan B due September 2013, according to a company news release.

Both the revolver and the term loan B are priced at Libor plus 225 bps.

During syndication, the term loan B was upsized from $660 million, the revolver was upsized from $50 million and pricing on both tranches was reverse flexed from original talk of Libor plus 250 bps.

The term loan B upsizing was done to compensate for a reduction in the company's eight-year senior subordinated notes tranche to $110 million from $125 million.

JPMorgan and Goldman Sachs acted as co-lead arrangers on the deal, and JPMorgan, Goldman and Merrill Lynch acted as bookrunners. JPMorgan is the administrative agent, and Goldman is syndication agent.

Proceeds from the credit facility were used to help fund the leveraged buyout of the company by Ares Management LLC and Ontario Teachers' Pension Plan from Apollo Management, LP in a transaction valued at around $1.65 billion, subject to certain adjustments.

GNC is a Pittsburgh-based retailer of nutritional products, vitamin, mineral, herbal and other specialty supplements and sports nutrition, diet and energy products.

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