MSCI, Fresenius break; Jo-Ann, MetroPCS tweak deals, free up; Primary faces pulling of loans

By Sara Rosenberg

New York, March 15 - MSCI Inc. and Fresenius SE saw their term loans free for trading on Tuesday, with both deals quoted right around their issue price, and Jo-Ann Stores Inc.'s credit facility hit the secondary market after an adjustment to its term loan's original issue discount.

Also, MetroPCS Wireless Inc.'s new term loan started trading, but only after a major downsizing took place and the discount price firmed up, and the company's existing loans remained relatively flat despite a bump in spread.

In more loan happenings, MedAssets Inc., Fifth Third Processing Solutions LLC, Sheridan Group Inc. and Spitzer Industries Inc. were the latest casualties of the worsening conditions, pulling their deals from market.

Additionally, Surgery Center Holdings Inc. and USI Holdings Corp. released the structure and price talk on their deals with the launch, Asurion came out with official price talk on its in market facility, and Grede Holdings LLC began circulating some guidance on its upcoming loan.

Furthermore, Sprouts Farmers Market nailed down timing on the launch of its credit facility, and TriMas Corp. emerged with plans for a new term loan.

MSCI starts trading

MSCI's $1.125 billion senior secured term loan (Ba1/BB+) made its way into the secondary market on Tuesday, with levels quoted at 99¾ bid, par ¼ offered in the morning and then it moved to par bid, par ¼ offered, according to traders.

Pricing on the loan is Libor plus 275 basis points with a 1% Libor floor, and it was sold at par. There is 101 soft call protection for one year and a pricing grid.

Proceeds were used to reprice a term loan that was obtained in June 2010 in connection with the acquisition of RiskMetrics Group Inc. at pricing of Libor plus 325 bps with a step-down to Libor plus 300 bps at 2.75 times leverage and a 1.5% Libor floor. It was sold at an original issue discount of 991/2.

Morgan Stanley acted as the lead arranger on the deal and a joint bookrunner with Bank of America Merrill Lynch, and UBS was a co-manager.

MSCI is a New York-based provider of investment decision support tools.

Fresenius frees up

Fresenius' term loan D due September 2014 also broke for trading, with levels quoted at par 1/8 bid, par 3/8 offered on the open, and then it moved to par bid, par 3/8 offered, according to sources.

Pricing on the term loan D, which is comprised of a $983.5 million tranche and a €162.5 million tranche, is Libor/Euribor plus 250 bps with a step-down to Libor/Euribor plus 225 bps, only after Jan. 1, 2012, when net total leverage is 2.75 times. The debt was sold at par and includes 101 soft call protection for one year.

During syndication, the pricing step-down and call protection were added, and the offer price firmed at the tight end of the initial 99¾ to par talk.

Fresenius refinancing loan

Proceeds from Fresenius' term loan are being used to refinance an existing term loan C due September 2014 that is priced at Libor/Euribor plus 300 bps with a step-down to Libor plus 275 bps after March 31, 2011 if leverage is 3.5 times or less. There is a 1.5% Libor floor and 101 soft call protection for one year.

The term loan C was completed in March 2010 as part of a refinancing and, at close, it consisted of an about $996 million tranche and a roughly €165 million tranche.

Deutsche Bank is the lead bank on the deal.

Fresenius is a Bad Homburg, Germany-based provider of products and services for individuals undergoing dialysis.

Jo-Ann breaks

Jo-Ann Stores, a Hudson, Ohio-based specialty retailer of fabrics and crafts, saw its credit facility break for trading too, with levels on the $650 million covenant-light term loan (B1/B+) quoted by one trader at 99 1/8 bid, 99 5/8 offered and by a second trader at 99¼ bid, 99 5/8 offered.

Pricing on the term loan is Libor plus 350 bps with a 1.25% Libor floor, and it was sold at an original issue discount of 99 after widening from initial talk of 991/2.

The company's $1.025 billion senior secured facility also includes a $375 million ABL revolver.

J.P. Morgan, Bank of America Merrill Lynch and Barclays are the lead banks on the deal that will be used, along with $450 million of 8 1/8% senior notes, to help fund the company's buyout by Leonard Green & Partners LP for $61 per share in cash, for a total price of around $1.6 billion.

Closing is expected by the end of March, subject to the receipt of regulatory approvals and stockholder approval, which will be sought at a meeting on March 18.

MetroPCS reworks deal

MetroPCS downsized its term loan B-3 (Ba1/BB) due March 2018 to $500 million from $1.5 billion and set pricing at Libor plus 375 bps with no Libor floor and an original issue discount of 991/2, according to a market source. There is 101 soft call protection for one year.

On Monday, pricing on the loan had been increased from Libor plus 350 bps, and the offer price had been revised to 99½ to 99¾ from initial talk of par.

J.P. Morgan and Wells Fargo are the lead banks on the deal that will be used for general corporate purposes, including opportunistic spectrum acquisitions.

As a result of the downsizing, the company is not repaying its non-extended $500 million term loan due November 2013. However, pricing on this loan, as well as on an extended term loan due November 2016, moved to Libor plus 382 bps due to Most Favored Nation language. Previously, the non-extended loan was priced at Libor plus 225 bps and the extended loan was priced at Libor plus 350 bps.

MetroPCS hits secondary

After firming details on MetroPCS' new term loan B-3, the deal allocated and broke for trading, with levels quoted at 99½ bid, par offered, according to a trader.

The extended term loan B-2 was quoted at 99 5/8 bid, par 1/8 offered versus 99¾ bid, par ¼ offered on Monday, the trader continued.

And, the non-extended term loan B-1 was unchanged on the day at 99½ bid, par offered, the trader added.

MetroPCS is a Dallas-based provider of unlimited wireless communications service for a flat rate with no annual contract.

MedAssets cancels deal

Back over to the primary, MedAssets removed its $635 million refinancing/repricing term loan B from the market due to unfavorable conditions, according to an informed source, joining the list of recently pulled deals that includes Toys 'R' Us Inc., Swift Transportation Co LLC and Advantage Sales & Marketing LLC.

"[These were] overly aggressive deals. They tried to really push the envelope. Advantage tried to strip covenants. Swift tried to go too covenant loose," a market source remarked.

He said that in the case of MedAssets and Toys 'R' Us, it was likely the low spreads that had investors pushing back.

"Think they overachieved. In this market, lenders said no. Not systemic of the repricing market. For good deals, there's still a market out there," the source added.

MedAssets repricing details

MedAssets term loan B, which was launched on March 7, was being talked at Libor plus 300 bps to 325 bps with a 1% Libor floor, a par offer price and 101 soft call protection for one year.

Barclays and J.P. Morgan were acting as the lead banks on the loan that was going to be used to reprice a term loan B that obtained in November with the acquisition of the Broadlane Group at pricing of Libor plus 375 bps with a step-down to Libor plus 350 bps when total leverage is less than 4.5 times and a 1.5% Libor floor. The term loan B has 101 soft call protection for one year and was sold at an original issue discount of 99.

MedAssets is an Alpharetta, Ga.-based provider of technology-enabled products and services for hospitals, health systems and ancillary health care providers.

Fifth Third terminates plans

Fifth Third Processing Solutions pulled its $1.775 billion first-lien term loan because of poor market conditions too, according to a market source.

The loan, which was launched on March 8, was being talked at Libor plus 300 bps to 325 bps with a 1.25% Libor floor, a par offer price and 101 soft call protection for one year.

Goldman Sachs and JPMorgan were the lead banks on the deal that was going to be used to refinance a $1.575 billion first-lien term loan priced at Libor plus 400 bps and a $200 million second-lien term loan priced at Libor plus 675 bps obtained late last year in connection with the acquisition of National Processing Co. Both loans have a 1.5% Libor floor and were sold at an original issue discount of 99. The second-lien loan has soft call protection of 102 in year one and 101 in year two.

Fifth Third Processing is a Cincinnati-based provider of payment transaction processing and acceptance services.

Sheridan pulls loan

Sheridan Group was another company to end plans for a new deal, removing its $160 million credit facility (B2/B) from market, according to an informed source.

The deal, which launched on Feb. 23, consisted of a $140 million term loan talked at Libor plus 525 bps with a 1.75% Libor floor and an original issue discount of 98, and a $20 million revolver.

Bank of America Merrill Lynch was acting as the lead bank on the facility that was going to be used to refinance existing notes and bank debt.

Sheridan Group is a Hunt Valley, Md.-based print and publishing company.

Spitzer shelves facility

Also canceling new deal plans was Spitzer Industries, as it pulled its $145 million credit facility from market, according to a source.

The deal, which launched on Feb. 10, consisted of a $120 million six-year term loan (B2/B) and a $25 million five-year revolver (B2), with both tranches talked at Libor plus 425 bps with a 1.5% Libor floor. The term loan was being offered at an original issue discount of 99½ and included 101 soft call protection for one year.

Credit Suisse was acting as the lead bank on the deal that was going to be used to refinance existing debt and fund a dividend payment.

Spitzer is a Houston-based fabricator of specialized equipment and systems, pressure vessels and other custom weldments that serve the oil and gas industry.

Surgery details surface

Meanwhile, on the topic of launches, Surgery Center held a bank meeting on Tuesday for its senior secured credit facility, and in connection with the event, structure and price talk was announced, according to a market source.

The $257.5 million deal (B+), comprised of a $20 million revolver and a $237.5 million term loan, is being talked at Libor plus 525 bps with a 1.5% Libor floor and an original issue discount of 99, the source said.

By comparison, filings with the Securities and Exchange Commission had the deal sized at $250 million, consisting of a $230 million 53/4-year term loan and a $20 million five-year revolver, with both tranches expected at Libor plus 525 bps with a 1.75% Libor floor.

Jefferies is the lead bank on the deal.

Surgery buying NovaMed

Proceeds from Surgery Center's credit facility, along with roughly $54 million of mezzanine financing from THL Credit Inc., will be used to fund the acquisition of NovaMed Inc. for $13.25 per share in cash. The transaction is valued at roughly $214 million, including the assumption or repayment of $105 million of debt.

Leverage 3.7 times through the bank deal is and 4.6 times through the mezzanine.

The acquisition is expected to close in the second quarter, subject to customary conditions, including antitrust and regulatory approvals and stockholder approval.

Surgery Partners is a Tampa, Fla.-based acquirer, developer and manager of free-standing ambulatory surgical centers. NovaMed is a Chicago-based operator, developer and acquirer of ambulatory surgery centers.

USI launches

USI Holdings launched on Tuesday a $100 million term loan that is talked at Libor plus 400 bps with a 1.5% Libor floor and a par offer price, according to a market source.

Goldman Sachs is the lead bank on the deal that will be used to refinance a $100 million term loan obtained in 2009 at pricing of Libor plus 500 bps with a 2% Libor floor. The loan was sold at an original issue discount of 95 and was used to pay down revolver borrowings and for general corporate purposes.

USI is a Briarcliff Manor, N.Y.-based distributor of property and casualty insurance and employee benefits products.

Asurion sets talk

Asurion revealed official price talk on its first- and second-lien term loans that have been marketed roadshow style since a formal bank meeting took place last Thursday to kick off syndication, according to a market source.

The $3.5 billion seven-year first-lien term loan (B+) is being talked at Libor plus 375 bps to 400 bps with a 1.5% Libor floor, an original issue discount of 99 to 99½ and 101 soft call protection for one year, and the $1.02 billion eight-year second-lien term loan (B-) is being talked at Libor plus 775 bps with a 1.5% Libor floor and an original issue discount of 99 to 99½ and is non-callable for one year, then at 103 in year two and 101 in year three, the source said.

Around the time of the bank meeting, unofficial price talk had been circulating around the market, placing the first-lien loan at Libor plus 375 bps and the second-lien loan at Libor plus 750 bps to 775 bps. Both tranches were heard to guided with a 1.25% to 1.5% Libor floor and a discount that was still to be determined.

Asurion getting revolver

Asurion's $4.64 billion covenant-light credit facility, which will be used to refinance existing debt, also includes a $120 million five-year revolver (B+).

In 2010, the company funded a dividend with a $900 million incremental first-lien term loan that got done at pricing of Libor plus 525 bps with a 1.5% Libor floor and was sold at an original issue discount of 96. There's call protection of 102 in year one and 101 in year two.

The company's original facility was obtained in 2007 with its buyout by Madison Dearborn Partners, Providence Equity Partners and Welsh, Carson, Anderson & Stowe. At close, the deal consisted of a $100 million revolver priced at Libor plus 200 bps, a $1.755 billion first-lien term loan priced at Libor plus 300 bps and a $580 million second-lien PIK toggle term loan priced at Libor plus 650 bps cash pay.

Bank of America Merrill Lynch, Barclays, Credit Suisse, Morgan Stanley, Goldman Sachs and Deutsche Bank are leading the Nashville, Tenn.-based provider of technology protection services' deal.

Grede floats talk

Grede Holdings disclosed that its $175 million term loan B (B1) is being talked at Libor plus 550 bps to 575 bps with a 1.5% Libor floor and an original issue discount that is still to be determined as the deal is getting ready to launch with a bank meeting on Wednesday, according to a market source.

The company's $265 million senior secured credit facility also includes a $90 million ABL revolver, the source said.

Bank of America Merrill Lynch and GE Capital Markets are leading the deal that will be used to fund the acquisition of two foundries in Mexico from Grupo Proeza and pay a shareholder distribution.

The acquisition is expected to close by the end of the first quarter, subject to Mexican regulatory approval.

Grede is a Southfield, Mich.-based designer, developer and manufacturer of cast, machined and assembled components for the transportation and industrial markets.

Sprouts firms timing

Sprouts Farmers Market zeroed in on timing for the launch of its proposed $370 million senior secured credit facility, scheduling a bank meeting for March 22, according to a market source.

Previously, all that was known on timing was that the launch would occur within the next two weeks.

The facility consists of a $60 million revolver and a $310 million term loan.

Jefferies and BMO Capital Markets are the lead banks on the deal that will be used to help fund the buyout of the company by Apollo Management LP and merger with Henry's Farmers Market, an Irvine, Calif.-based grocer.

Sprouts Farmers Market, a Phoenix-based grocer that operates in the farmers market specialty segment of the retail food industry, expects to close on the transaction early in the second quarter.

TriMas plans deal

TriMas has set a call for Wednesday to launch a roughly $225 million term loan that is being led by J.P. Morgan, according to a market source.

Proceeds will be used to refinance existing term loan borrowings.

As of Dec. 31, the company had a $223.4 million extended term loan priced at Libor plus 400 basis points with a 2% Libor floor and a $25.6 million non-extended term loan priced at Libor plus 225 bps.

TriMas is a Bloomfield Hills, Mich.-based provider of engineered and applied products.

Emergency Medical adds leads

In other news, Emergency Medical Services Corp. has added Natixis and Citigroup to the list of lead banks on its upcoming $1.725 billion credit facility, joining Deutsche Bank (left lead), Barclays, Bank of America Merrill Lynch, Morgan Stanley, RBC and UBS, according to a market source.

As was previously reported, the deal is set to launch with a bank meeting on Thursday at 10 a.m. ET at the W Hotel in New York.

The credit facility consists of a $350 million ABL revolver and a $1.375 billion term loan.

Proceeds will be used to help fund the acquisition of the company by Clayton, Dubilier & Rice LLC for $64 in cash per share of common stock and exchangeable unit. The transaction is valued at $3.2 billion.

Emergency Medical plans notes

Other funds for the buyout of Emergency Medical will come from $950 million of senior unsecured notes, which are backed by a bridge loan commitment, and up to $900 million of equity.

Closing on the acquisition is expected in the second quarter, subject to customary conditions, including regulatory approvals and approval by the company's stockholders. Onex Corp., the holders of the company's LP exchangeable units, have sufficient voting power to approve the buyout and have agreed to vote in favor of adoption of the agreement.

Emergency Medical is a Greenwood Village, Colo.-based provider of health care transportation services and outsourced physician services to health care facilities.

Ntelos wraps repricing

Ntelos Holdings Corp. completed its $751 million first-lien term loan due Aug. 7, 2015 that is priced at Libor plus 300 bps with a 1% Libor floor and was sold at par, according to a news release. There is a step-down to Libor plus 275 bps at less than 2.75 times leverage that was added during syndication and 101 soft call protection for six months.

J.P. Morgan and UBS acted as the lead arrangers on the deal that was used by the Waynesboro, Va., provider of wireless and wireline communications services to reprice existing term loan debt.

In 2010, the company got a $125 million incremental term loan, and it obtained a $635 million term loan in 2009, with both of these tranches priced at Libor plus 375 bps with a 2% Libor floor. The incremental loan had been sold at an original issue discount of 99¾ and was used for the acquisition of FiberNet, while the 2009 loan was sold at an original issue discount of 99 and was used to refinance debt.

Universal Health closes

Universal Health Services Inc. completed its $1.475 billion term loan B due Nov. 15, 2016 that is priced at Libor plus 300 bps with a step-down to Libor plus 275 bps at less than 3.25 times leverage, which was added during syndication. There is a 1% Libor floor and 101 soft call protection until Nov. 15, 2011, and the debt was issued at par.

Initially, it was thought that Universal Health's term loan B would be sized at $1.6 billion, but the company did an optional prepayment of $125 million ahead of syndication.

The company's $3.325 billion credit facility also includes an $800 million revolver due Nov. 15, 2015 and a $1.05 billion term loan A due Nov. 15, 2015, with both tranches priced at Libor plus 225 bps.

J.P. Morgan and Deutsche Bank led the deal that was used to refinance existing debt.

Universal Health is a King of Prussia, Pa.-based health-care management company.

Sinclair completes deal

Sinclair Television Group Inc. closed on its $340 million deal (Baa3/BB+), consisting of a $115 million five-year term loan A and $225 million 51/2-year term loan B, according to a news release.

Pricing on the term loan A is Libor plus 225 bps and it was sold at a discount of 99 5/8, and pricing on the term loan B is Libor plus 300 bps with a 1% Libor floor, and it was sold at a discount of 99 7/8. The B loan includes 101 soft call protection for six months.

During syndication, the term loan A was upsized from $100 million and the term loan B was downsized from $240 million. Also, pricing on the term loan B was reduced from Libor plus 325 bps.

J.P. Morgan acted as the lead bank on the deal that was used to repay the company's existing $270 million term loan B that was priced at Libor plus 400 bps with a 1.5% Libor floor and to redeem $70 million of 6% convertible debentures due 2012.

Sinclair is a Hunt Valley, Md.-based television broadcasting company.

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