Willbros breaks; Gentiva retail timing emerges; Allscripts readies launch; Insight tweaks deal

By Sara Rosenberg

New York, July 1 - Willbros Group Inc.'s credit facility allocated and started trading during Thursday's session, with the term loan quoted just a little higher than the original issue discount price at which it was sold.

Over in the primary market, Gentiva Health Services Inc. came out with firm timing on the retail syndication launch of its proposed credit facility, Allscripts facility is heard to be coming soon and Insight Global made a second round of changes to its credit facility, increasing pricing once again, while leaving the Libor floor and original issue discount intact.

In other news, Dean Foods Co. successfully completed the amendment and extension of its senior secured credit facility and ended up pushing out the maturity on more of its term loan B than was originally planned.

Willbros breaks

Willbros Group's credit facility hit the secondary market early in the afternoon, with the $300 million four-year term loan B quoted by one trader at 94¼ bid, 94¾ offered and by a second trader at 94½ bid, 95 offered.

Pricing on the term loan B is Libor plus 750 basis points with a 2% Libor floor, and it was sold at an original issue discount of 94. There is hard call protection of 102 in year one and 101 in year two.

Originally the term loan B was sized at $300 million and was talked at Libor plus 450 bps to 500 bps with a 2% Libor floor and an original issue discount of 98 to 981/2. Also, pricing was able to step down by 50 bps after an interim period.

But, the loan was not getting done at those terms, so the company decided to leave price talk unchanged but downsize the tranche to $50 million and do a $250 million six-year senior secured second-lien notes offering that was talked in the 12% area.

The notes were then pulled as a result of weakness in the high-yield market, so the B loan went back to its original size and pricing was increased to Libor plus 750 at a discount in the 97 to 98 area with call protection to be decided, before firming up at the final terms.

Willbros getting revolver

Willbros' $475 million senior credit facility (B2/BB-) also includes a $175 million three-year revolver that is priced in line with initial talk at Libor plus 425 bps, with a step-down to Libor plus 375 bps after an interim period.

Upfront fees on the revolver were offered anywhere from 112.5 bps to 137.5 bps based on commitment size.

Crédit Agricole Corporate and Investment Bank and UBS Securities are the joint bookrunners on Willbros' term loan B. Crédit Agricole is the bookrunner on the revolver.

Proceeds will be used to help fund the acquisition of InfrastruX Group Inc., a Seattle, Wash.-based provider of electric power and natural gas transmission and distribution infrastructure services.

The company expects to complete the transaction on or around July 1.

Willbros is a Houston-based independent contractor for the oil, gas, power, refining and petrochemical industries.

Gentiva sets retail launch

Moving to the primary, Gentiva Health Services has nailed down timing on the retail syndication launch of its proposed $925 million senior credit facility (Ba2/BB-) by scheduling a bank meeting for 1:30 p.m. ET on Wednesday at the New York Palace, according to sources.

Previously, timing on the deal was said to possibly be next week but a firm date had not been available.

Bank of America, GE Capital, Barclays Bank and SunTrust are the joint lead arrangers and bookrunners on the deal, with Bank of America the administrative agent.

Covenants include a minimum interest coverage ratio and a maximum total leverage ratio.

Proceeds will be used to help fund the acquisition of Odyssey HealthCare Inc. for $27 per share, for an aggregate purchase price of about $1 billion, and refinance existing debt.

Closing is expected in the third quarter, subject to standard conditions, including regulatory approvals and clearance under the Hart-Scott-Rodino Act as well as approval by Odyssey's stockholders.

Gentiva structure

Tranching on the Gentiva's credit facility consists of a $125 million revolver, a $200 million term loan A and a $600 million term loan B.

Price talk on the revolver and term loan A, which were already launched to banks on June 16, is Libor plus 400 bps with a 1.5% Libor floor and an original issue discount of 981/2, while price talk on the term loan B is not yet available.

Sizes of the term loans can shift based on demand, with the term loan A able to go up to $300 million, which would result in the term loan B dropping to $500 million.

By comparison, recent filings with the Securities and Exchange Commission had the term loan B sized at $800 million, with no mention of a term loan A, and outlined expected pricing on the revolver and term loan B at Libor plus 325 bps, with the B loan having a 1.5% Libor floor.

Gentiva plans notes

Other funding for Gentiva's purchase of Odyssey HealthCare is expected to come from $305 million of eight-year senior unsecured notes, which are backed by a commitment for a $305 million 12-month senior bridge loan.

Pricing on the bridge loan is Libor plus 700 bps, increasing by 50 bps at the end of each subsequent three-month period, subject to a cap, according to SEC filings.

The cap is 12% if unsecured debt ratings are B2/B- and 12.75% if ratings are lower. In addition, the cap will increase by 50 bps if the closing date is more than 90 days after the date of the commitment letter, which is dated May 23.

Net leverage is expected to be around the 4.0 times area.

Gentiva is an Atlanta-based home health care provider. Odyssey is a Dallas-based provider of hospice care.

Allscripts eyes next week launch

Allscripts is expected to launch its proposed $720 million credit facility (Ba2/BBB-) launch with a bank meeting sometime next week, according to a market source.

JPMorgan, Barclays Capital and UBS are the lead banks on the deal that consists of a $570 million six-year term loan and a $150 million undrawn five-year revolver.

Proceeds will be used to fund the buyback of shares from Misys plc, which is selling the majority of its 54.6% interest in its Allscripts subsidiary in a transaction that is expected to raise roughly $1.3 billion. The amount of shares being sold is about 68 million, and Misys will retain about 12 million shares.

Allscripts will then merge with Eclipsys, an Atlanta-based provider of health care IT services, and following this merger, Misys will have an option to sell to Allscripts an additional 5.3 million of shares for $102 million.

The new credit facility will fund the initial buyback of shares, and any additional buyback will be funded with cash on hand.

Subject to the conditions being met, the buyback of shares and the merger with Eclipsys are expected to be completed in September or October.

Allscripts expected pricing

Allscripts previously said that it expects its new revolver to be priced at Libor plus 300 bps and its term loan to be priced at Libor plus 350 bps.

However, according to recent SEC filings, pricing will be based on corporate ratings.

If rated Ba1/BB+, pricing on the term loan will be in the Libor plus 300 bps to 325 bps range and pricing on the revolver will be in the Libor plus 250 bps to 275 bps range.

If rated Ba2/BB, pricing on the term loan will be in the Libor plus 325 bps to 350 bps range and pricing on the revolver will be in the Libor plus 275 bps to 300 bps range.

And, if rated Ba3/BB- or lower, pricing on the term loan will be in the Libor plus 350 bps to 375 bps range and pricing on the revolver will be in the Libor plus 300 bps to 325 bps range.

Also, the term loan is anticipated to have a 1.5% Libor floor, the filings said.

The revolver has a 50 bps unused fee.

Pro forma leverage is 2.1 times LTM EBITDA.

Allscripts is a Chicago-based provider of software, services, information and connectivity services to physicians and other health care providers. Misys is a London-based provider of services to the financial services and health care industries.

Insight Global flexes up

Insight Global raised pricing on its $141 million credit facility (B) again, this time to Libor plus 600 bps from most recent talk of Libor plus 550 bps to 575 bps, according to a market source. Initial talk on the facility had been Libor plus 525 bps.

The facility's 1.75% Libor floor and original issue discount of 98 were left unchanged.

Tranching on the deal consists of a $20 million revolver and a $121 million term loan.

BNP Paribas is the lead bank on the facility that will be used, along with $35 million of mezzanine debt, to help fund the buyout of the company by Harvest Partners.

Insight Global is an Atlanta-based provider of IT employment services.

Dean Foods wraps amend/extend

Dean Foods closed on its credit facility amendment and extension, which resulted in the extension of more term loan B debt than was initially outlined.

Through the transaction, the company extended $492 million of its term loan B by two years to April 2, 2016 and an additional $561 million was extended by three years to April 2, 2017.

By comparison, when the deal launched, the company said that it was looking to push out the maturity on up to $500 million of its term loan B.

Pricing on the term loan B due in 2016 is Libor plus 300 bps and can step up to Libor plus 325 bps at more than 5.0 times leverage, and pricing on the term loan B due in 2017 is Libor plus 325 bps and can step up to Libor plus 350 bps at more than 5.0 times leverage. Pricing on the $692 million of non-extended term B debt remained at Libor plus 137.5 bps.

The B loan that matures in 2017 is subject to the company meeting certain leverage, debt, cash or credit rating conditions. If at least one of the conditions is not met, this portion will mature in 2016.

Dean Foods extends pro rata

In addition to extending the term loan B, the company pushed out the maturity on about $1.3 billion of its revolver and $1.1 billion of its term loan A to April 2, 2014 from April 2012.

At launch, the company had said it was looking to extend as much of its revolver and term loan A as possible. There currently os about $225 million of revolver commitments and $173 million of term loan A that was not extended.

Pricing on the extended revolver and term loan A is Libor plus 300 bps, while pricing on the non-extended remained at Libor plus 75 bps, and the commitment fee on the extended revolver is 50 bps, up from 15 bps on the non-extended. Pricing on the extended debt can range from Libor plus 200 bps to 325 bps based on leverage.

JPMorgan, Bank of America and Wells Fargo acted as the joint lead arrangers on the amend and extend transaction, which was completed on June 30.

Dean Foods is a Dallas-based food and beverage company.

infoGROUP closes

CCMP Capital Advisors LLC completed its buyout of infoGROUP Inc. for $8 in cash per share, according to a news release.

To help fund the transaction, infoGROUP got a new $365 million senior secured credit facility (B1/BB-), consisting of a $50 million revolver and a $315 million term loan that is priced at Libor plus 450 bps with a 1.75% Libor floor and was sold at an original issue discount of 98. The term loan has 101 soft call protection for one year.

During syndication, pricing on the term loan firmed at the high end of the initial Libor plus 425 bps to 450 bps talk, the Libor floor firmed at the wide end of the 1.5% to 1.75% talk, and the original issue discount was increased from talk in the 98½ area.

Bank of America acted as the lead bank on the deal.

infoGROUP is an Omaha, Neb.-based provider of data-driven and interactive resources for targeted sales, marketing and research services.

Entertainment Properties closes

Entertainment Properties Trust completed its $320 million unsecured revolving credit facility due Dec. 1, 2013 that is priced at Libor plus 300 bps with a 50 bps unused fee, according to a news release.

KeyBank is the administrative agent on the deal, and lenders include JPMorgan, RBC and Barclays.

Proceeds from the revolver, along with $250 million of senior unsecured notes due 2020, were used to repay the company's entire outstanding balance of its existing secured revolver, to repay in full its existing term loan and to repay in full its Toronto Dundas Square credit facility.

Entertainment Properties Trust is a Kansas City, Mo.-based real estate investment trust develops, owns, leases and finances megaplex theatres, entertainment retail centers and destination recreational and specialty properties.

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