American Energy, Tensar, Amneal break; Red Lobster revised; loads of new deals launch

By Sara Rosenberg

New York, July 9 – American Energy – Marcellus LLC’s first- and second-lien term loans surfaced in the secondary market on Wednesday, and Tensar Corp. and Amneal Pharmaceuticals LLC freed up for trading as well.

Moving to the primary, Red Lobster Management LLC raised the spread on its term loan, widened the original issue discount, extended the call protection, modified the accordion and adjusted the excess cash flow sweep.

Also, Surgery Center Holdings Inc. (Surgery Partners), National Financial Partners Corp., Citgo Petroleum Corp., Emerald Expositions Holding Inc., Gemini HDPE LLC, Sinclair Television Group Inc., Onsite Rental Group, ALM Media, Outerstuff LLC and The Mutual Fund Store (TMFS Holdings LLC) set talk with launch.

In addition, Miller Heiman revealed original issue discount guidance on its add-on term loan, and Dave & Buster’s Inc., Raycom TV, Osmose Holdings Inc. and Hemisphere Media Group Inc., Springer Science + Business Media surfaced with new deal plans.

American Energy frees up

American Energy – Marcellus’s loans started trading on Wednesday, with the $750 million six-year first-lien covenant-light term loan (Ba3/B-) quoted at par 3/8 bid, par 7/8 offered and the $450 million seven-year second-lien covenant-light term loan (Caa1/CCC) quoted at 99¾ bid, par ¾ offered, according to a trader.

Pricing on the first-lien term loan is Libor plus 425 bps with a 1% Libor floor and it was sold at an original issue discount of 99½. There is 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 750 bps with a 1% Libor floor and was sold at a discount of 98½. This debt has call protection of 102 in year one and 101 in year two.

Recently, pricing on the first-lien term loan was lowered from Libor plus 450 bps and the discount tightened from 99, and pricing on the second-lien loan was cut from Libor plus 800 bps and the discount was modified from 98.

American Energy buying assets

Proceeds from American Energy – Marcellus’ $1.2 billion of senior secured term loans will be used to fund the acquisition of about 48,000 net acres of leasehold in Doddridge, Harrison, Marion, Tyler and Wetzel Counties, W.Va., from East Resources Inc. and an unnamed private company, and $300 million of the first-lien term loan will be used to fund a capital expenditures reserve account.

Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC and Jefferies Finance LLC are leading the deal that is expected to close on Aug. 4.

American Energy – Marcellus is an American Energy Partners LP platform company. Oklahoma City-based American Energy Partners was founded by Aubrey K. McClendon in April 2013 to capitalize on opportunities available in unconventional resource plays onshore in the United States.

Tensar begins trading

Tensar’s credit facility broke in the morning, with the $235 million seven-year first-lien term loan (B2/B+) quoted at 99¾ bid, par ¼ offered on the open and then it moved up to par ¼ bid, par ¾ offered, and the $78 million eight-year second-lien term loan (Caa2/B-) quoted at 99 ¾ bid, par ¼ offered on the open and then it moved to par bid, par ½ offered, a source remarked.

Pricing on the first-lien term loan is Libor plus 475 bps with a 1% Libor floor and it was sold at an original issue discount of 99. There is 101 soft call protection for one year.

The second-lien term loan is priced at Libor plus 850 bps with a 1% Libor floor and was issued at 99. This tranche has call protection of 102 in year one and 101 in year two.

During syndication, the first-lien term loan was upsized from $230 million and pricing firmed at the tight end of the Libor plus 475 bps to 500 bps talk, and the second-lien loan was downsized from a revised amount of $80 million and an initial amount of $85 million, and pricing finalized at the wide end of the Libor plus 825 bps to 850 bps talk.

Tensar getting revolver

In addition to the first- and second-lien term loans, Tensar’s $343 million credit facility provides for a $30 million five-year revolver.

UBS AG and Societe Generale led the deal that was used to help fund the buyout of the company by Castle Harlan, the completion of which was announced on Wednesday.

Tensar is an Atlanta-based provider of specialty products and engineering services used in the development of commercial, residential, industrial and municipal sites as well as in transportation infrastructure.

Amneal tops par

Amneal Pharmaceuticals’ roughly $490 million covenant-light term loan (B2/B+) hit the secondary too, with levels seen at par ¼ bid, par ¾ offered, a source remarked.

Pricing on the term loan is Libor plus 375 bps with a 1% Libor floor and it was issued at par. There is 101 soft call protection for six months.

During syndication, a 25 basis point amendment fee and a 25 bps new money fee were eliminated.

The loan includes a fungible $80 million incremental tranche that will be used to fund the acquisition of manufacturing facilities, and roughly $410 million of existing term loan debt that is being repriced from Libor plus 475 bps with a 1% Libor floor.

GE Capital Markets and J.P. Morgan Securities LLC are leading the deal for the Bridgewater, N.J.-based manufacturer of generic pharmaceuticals.

Red Lobster reworks deal

Over in the primary, Red Lobster lifted pricing on its $375 million seven-year covenant-light term loan B to Libor plus 525 bps from talk of Libor plus 475 bps to 500 bps, moved the original issue discount to 98 from 99 and extended the 101 soft call protection to one year from six months, according to a market source, who said the 1% Libor floor was unchanged.

Also, the free and clear accordion was cut to $50 million from $100 million and the unlimited prong was changed to 2.25 times first-lien leverage from 2.5 times, and the starting excess cash flow sweep was increased to 75% from 50%, the source said.

The company’s $425 million credit facility (B3/B) also includes a $50 million revolver.

Recommitments are due at noon ET on Thursday, the source added.

Red Lobster being acquired

Proceeds from Red Lobster’s credit facility and a fully executed $1.5 billion sale-leaseback agreement with American Realty Capital Properties Inc. will be used to fund the company’s $2.1 billion buyout by Golden Gate Capital from Darden Restaurants Inc.

Deutsche Bank Securities Inc., GE Capital Markets and Jefferies Finance LLC are leading the deal.

Closing is expected in Darden’s first fiscal quarter of 2015, subject to customary conditions and regulatory approvals. The transaction is not subject to shareholder approval or financing.

Red Lobster is an Orlando, Fla.-based casual dining seafood restaurant company.

Surgery Center terms

Surgery Center’s bank meeting took place on Wednesday, and with the event, price talk on the term loan tranches was released, according to a market source.

The $820 million first-lien term loan is talked at Libor plus 450 bps to 475 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for one year, the $440 million second-lien term loan is talked at Libor plus 775 bps to 800 bps with a 1% Libor floor, a discount of 99 and call protection of 103 in year one, 102 in year two and 101 in year three, and the $100 million holdco term loan is talked at 12% to 12.5% PIK with call protection of 103 in year one, 102 in year two and 101 in year three, but callable at 101 in year one for a qualified equity offering, the source said.

The company’s $1.44 billion credit facility also includes an $80 million revolver.

Surgery Center leads

Jefferies Finance LLC, KKR Capital and MCS Capital are leading Surgery Center’s credit facility, for which commitments are due on July 23, the source added.

Proceeds will be used to fund the $792 million acquisition of Symbion Holdings Corp.

Closing is expected in the fourth quarter, subject to customary conditions and required regulatory approvals.

Surgery Center, a portfolio company of H.I.G. Capital LLC, is a Chicago-based owner and operator of Ambulatory Surgery Centers. Symbion, a portfolio company of Crestview Partners, is a Nashville-based owner and operator of short-stay surgical facilities.

National Financial discloses talk

National Financial Partners launched with a call its $867 million covenant-light term loan B due July 2020, and talk surfaced at Libor plus 350 bps with a 1% Libor floor, an original issue discount of 99½ to 99¾ and 101 soft call protection for six months, according to a market source.

Proceeds will be used to reprice an existing first-lien term loan B from Libor plus 425 bps with a 1% Libor floor.

Commitments are due on July 18.

Deutsche Bank Securities Inc., Morgan Stanley Senior Funding Inc., UBS AG, Bank of America Merrill Lynch, Credit Suisse Securities (USA) LLC, MCS Capital and RBC Capital Markets are leading the deal for the New York-based provider of insurance brokerage and wealth management services.

Citgo releases pricing

Citgo Petroleum set talk of Libor plus 350 bps to 375 bps with a 1% Libor floor and an original issue discount of 99 on its $650 million senior secured term loan B (B1/NA/BB+) that launched with a morning meeting, a source remarked.

Deutsche Bank Securities Inc., ABN Amro Inc., BNP Paribas Securities Corp., Credit Agricole Securities (USA) Inc., Mizuho Securities USA Inc., Natixis and SMBC are leading the deal.

Proceeds will be used to refinance existing debt and fund a distribution to parent company Petroleos de Venezuela SA.

Citgo is a Houston-based refiner and marketer of transportation fuels, lubricants, petrochemicals and other industrial products.

Emerald Expositions repricing

Emerald Expositions held its call on Wednesday, at which time lenders were presented with a $600 million covenant-light term loan B due June 17, 2020 talked at Libor plus 375 bps with a 1% Libor floor, a par offer price and 101 soft call protection for six months, according to a market source.

Proceeds will be used to reprice an existing term loan from Libor plus 425 bps with a 1.25% Libor floor, the source said.

Commitments are due at noon ET on July 16.

Bank of America Merrill Lynch is leading the deal for the San Juan Capistrano, Calif.-based operator of large business-to-business tradeshows.

Gemini holds meeting

Gemini HDPE held its bank meeting in the morning, launching its $420 million seven-year senior secured term loan B (B+) with talk of Libor plus 375 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for one year, according to a market source.

Commitments are due on July 22, the source said.

Barclays and Citigroup Global Markets Inc. are leading the deal that will be used to fund the construction and operation of a world scale, high-density polyethylene plant at the existing Ineos Battleground Manufacturing Complex in La Porte, Texas, to provide debt service during construction, and to pay related fees and expenses, the source said.

Gemini HDPE, a 50/50 joint venture between Ineos Gemini HDPE Holding Co. LLC and Sasol Chemicals North America, will be one of the largest bimodal HDPE facilities in the world at completion with a capacity of 470,000 tons annually.

Sinclair details emerge

Sinclair Television released details on its transaction that launched with a morning call, including that the company is seeking a $500 million seven-year incremental term loan B (Ba1) talked at Libor plus 250 bps to 275 bps with a 0.75% Libor floor and an original issue discount of 99½, a source remarked.

RBC Capital Markets, J.P. Morgan Securities LLC, Deutsche Bank Securities Inc. and Wells Fargo Securities LLC are leading the loan that will be used with cash on hand and/or a revolver draw, and $450 million of senior notes to fund the acquisition of Allbritton Communications’ television stations and for general corporate purposes.

The company is also looking to convert drawn and delayed-draw term loan A commitments into revolving commitments, on the same terms, so that there will be a minimum of $465 million in revolving commitments in total, and amend some terms of its credit facility to add operating flexibility.

Commitments and amendment consents are due at noon ET on July 18, the source added.

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

Onsite Rental sets talk

Onsite Rental Group came out with talk of Libor plus 400 bps to 425 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months on its $365 million seven-year first-lien covenant-light term loan that launched with a morning meeting, a source said.

The Australian industrial rental equipment company is also getting a A$40 million cash flow revolver.

Commitments are due on July 23.

Credit Suisse Securities (USA) LLC and UBS AG are leading the deal that will be used to refinance existing debt and fund a dividend.

ALM Media guidance

ALM Media launched with a meeting its $215 million six-year first-lien covenant-light term loan (B2/B+) with talk in the Libor plus 425 bps area with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, according to a market source.

The company’s $287.5 million credit facility also includes a $22.5 million five-year revolver (B2/B+), and a $50 million seven-year second-lien term loan (Caa2/CCC+) that was pre-sold.

Commitments are due on July 22, the source said.

Macquarie Capital (USA) Inc. is leading the deal that will be used to help fund the buyout of the company by Wasserstein & Co. LP from Apax Partners and RBS, which is expected to close in the third quarter.

ALM is a New York-based integrated media company focused on the legal and business communities.

Outerstuff launches

Outerstuff held a bank meeting in the afternoon, and a few hours before the launch kicked off, talk on the $155 million seven-year first-lien covenant-light term loan (B2/B+) emerged at Libor plus 400 bps to 425 bps with a 1% Libor floor and an original issue discount of 99, a market source said.

As previously reported, the term loan has 101 soft call protection for one year.

The company’s $255 million credit facility also includes a $100 million ABL revolver (BB).

Commitments are due on July 23.

Credit Suisse Securities (USA) LLC and Wells Fargo Securities LLC are leading the deal that will be used to help fund Blackstone’s purchase of a 49% equity interest in the company.

Outerstuff is a New York-based designer, manufacturer and marketer of licensed children’s sports apparel for all of the major sports leagues in North America.

Mutual Fund comes to market

Mutual Fund Store’s bank meeting took place in the afternoon, at which time its $150 million seven-year first-lien term loan was launched with talk of Libor plus 450 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for one year, according to a market source.

The company’s $170 million credit facility also includes a $20 million revolver.

Commitments are due at 5 p.m. ET on July 23.

Credit Suisse Securities (USA) LLC and BMO Capital Markets are leading the deal that will be used to refinance existing debt and fund a dividend.

Mutual Fund Store is a provider of fee-based investment advisory services.

Miller Heiman reveals discount

Miller Heiman disclosed original issue discount talk of 99 on its fungible $136 million add-on term loan that launched during the session, according to a source.

Pricing on the add-on loan is Libor plus 575 bps with a 1% Libor floor, in line with the existing roughly $221 million term loan.

Commitments are due on July 23, the source said.

GE Capital Markets is leading the deal that will be used to fund the acquisition VitalSmarts.

Miller Heiman is a Denver-based provider of corporate sales training.

Dave & Buster’s on deck

In more primary news, Dave & Buster’s set a bank meeting for Thursday to launch a $580 million credit facility, according to a market source.

The facility consists of a $50 million revolver, and a $530 million six-year covenant-light term loan B that has 101 soft call protection for six months, the source said.

Jefferies Finance LLC and Goldman Sachs Bank USA are leading the deal, which will be used to refinance existing debt.

Dave & Buster's is a Dallas-based owner and operator of dining and entertainment venues.

Raycom joins calendar

Raycom TV will hold a bank meeting on July 16 to launch a $775 million credit facility, according to a market source.

The facility consists of a $275 million five-year revolver and a $225 million five-year term loan A, both talked at Libor plus 200 bps, and a $275 million seven-year covenant-light term loan B talked at Libor plus 300 bps with a 0.75% Libor floor, an original issue discount of 99½ and 101 soft call protection for six months, the source said.

Wells Fargo Securities LLC, Bank of America Merrill Lynch and J.P. Morgan Securities LLC are leading the deal that will be used to refinance existing debt.

Raycom is a Montgomery, Ala.-based broadcaster and owner and operator of television stations.

Osmose readies deal

Osmose Holdings scheduled a call for 10:30 a.m. ET on Thursday to launch a $260 million credit facility, according to a market source.

The facility consists of a $25 million revolver, and a $235 million seven-year first-lien covenant-light term loan talked at Libor plus 400 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, the source said.

Commitments are due on July 17.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to refinance existing debt.

Osmose is a Buffalo, N.Y.-based provider of wood preservation technology as well as utility and railroad asset management.

Hemisphere coming soon

Hemisphere Media Group plans to launch a $200 million six-year term loan on Thursday, according to a market source.

J.P. Morgan Securities LLC is leading the deal that will be used to refinance existing debt and for general corporate purposes.

Hemisphere Media is a Miami-based Spanish-language media company.

Springer plans loans

Springer Science set a call for Thursday to launch a $1,311,000,000 term loan B-3, a €612 million term loan B-4 and a €200 million term loan B-5, all talked at Libor/Euribor plus 375 bps with a 1% floor and 101 soft call protection for six months, a source said.

The B-3 and B-4 term loans are offered at par, and the B-5 term loan is offered at an original issue discount of 99¾, the source continued.

J.P. Morgan Securities LLC is leading the U.S. loan and Goldman Sachs Bank USA is leading the euro loans for the Berlin-based STM publisher.

Proceeds will be used to refinance/reprice an existing $1,583,000,000 term loan priced at Libor plus 400 bps with a 1% Libor floor and a €612 million term loan priced at Euribor plus 425 bps with a 1% floor.

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