Goodman outlines potential changes; Delphi mulling modifications; Axcan sets talk; PanAmSat inches up

By Sara Rosenberg

New York, Feb. 1 - Goodman Global Inc. has approached some investors with possible new terms on its term loan B to see where the book would fill out, and Delphi Corp. is rumored to be considering some modifications to its deal, including maybe adding a Libor floor.

In other news, price talk on Axcan Pharma Inc.'s credit facility emerged now that syndication on the transaction has officially kicked off.

Over in the secondary, PanAmSat, which has been renamed Intelsat Corp., saw its term loan B gain some ground in what was otherwise an incredibly quiet Friday trading session.

Goodman Global has started circulating potential new pricing and original issue discount on its term loan B, as well as some other changes under consideration, in order to feel out what it would take to build a book, according to market sources.

One fund manager told Prospect News that he was told pricing on the $800 million term loan B (Ba3/BB) may be changed to Libor plus 425 basis points from the current talk of Libor plus 375 bps, and that a 3% Libor floor could be added to the deal.

In addition, the fund manager was told that the original issue discount may widen to 96 from current guidance of 981/2.

Lastly, the fund manager said that there is the possibility that 101 call protection for one year will be added to the term loan B.

"I would think that with these changes, it'll be done. Two days ago, I heard they had $700 million in the book," the fund manager remarked, adding that he hadn't heard about the contemplated changes until Thursday night and that the already placed orders may all have been at different pricing points.

"No official flex decision has been made or new deadline," a second source told Prospect News. "This is just market chatter or salespeople putting thoughts into investors' heads to get a commitment."

By new deadline, the second source was referring to a new commitment deadline, which has yet to be set following the decision to leave the books open past the original Jan. 29 cut-off date.

As for Goodman's $300 million ABL revolver, which is talked at Libor plus 200 bps, that tranche is already filled out.

Barclays Capital, Calyon and GE Capital are the lead banks on the $1.1 billion senior secured deal, with Barclays the left lead on the term loan B and GE the left lead on the revolver.

Proceeds will be used to help fund the buyout of the company by Hellman & Friedman LLC for $25.60 in cash per share. The transaction is valued at $2.65 billion.

Other financing will come from $500 million of senior subordinated financing from vehicles managed by GSO Capital Partners and Farallon Capital Management, LLC, according to filings with the Securities and Exchange Commission.

On a gross basis, senior leverage is 3.4 times and total leverage is 5.2 times.

Goodman Global is a Houston-based manufacturer of residential and light commercial heating, ventilation and air-conditioning equipment.

Delphi changes coming?

Market talk is that Delphi is also contemplating revisions to its exit financing first-lien term loan, although nothing official has been announced as of yet, according to a buyside source.

"They are working on some changes, possible Libor floor. Everything else right now is the same, but I think it will change," the source added.

Currently, the $3.7 billion first-lien term loan (Ba3/B+) is talked at Libor plus 450 bps, with an original issue discount of 96 and call protection of 102 in year one and 101 in year two.

Delphi's $6.125 billion facility also includes a $1.6 billion ABL revolver talked at Libor plus 250 bps and an $825 million second-lien term loan (B3/B-).

Of the total second-lien term loan amount, $750 million will be issued to General Motors Corp. in connection with plan of reorganization distributions.

Originally, the second-lien loan was going to be sized at $1.5 billion, but it was downsized prior to launch as a result of a permanent improvement in liquidity as the company generated cash flow during the second half of 2007 in excess of the amount projected in its revised business plan.

JPMorgan and Citigroup are the lead banks on the deal that will be used to repay the company's debtor-in-possession financing facility, to fund other payments required upon emergence from Chapter 11 and to conduct post-reorganization operations.

Delphi is a Troy, Mich.-based automotive electronics manufacturer.

Axcan talk surfaces

Axcan Pharma came out with price talk on its $475 million senior secured credit facility (Ba2/BB-) now that the deal was launched with a bank meeting that took place on Thursday afternoon, according to a market source.

Both the $350 million seven-year term loan B and the $125 million six-year revolver are being talked at Libor plus 350 bps, the source said.

In addition, the term loan B is being guided at an original issue discount in the range of 96 to 97, the source continued.

There is also call protection of 102 in year one and 101 in year two on the term loan B, the source added.

Bank of America, HSBC Bank and RBC are the lead banks on the deal.

Proceeds from the credit facility, along with $240 million in senior unsecured notes, will be used to help fund the buyout of the company by TPG Capital for $23.35 per common share. The all-cash deal has a total value of $1.3 billion.

Commitments towards the credit facility will be due on Feb. 14 and closing is targeted for Feb. 20.

Axcan is a Quebec-based pharmaceutical company focused on the treatment of gastrointestinal disorders.

PanAmSat trades up

Moving to trading news, PanAmSat's term loan B headed higher on Friday in a market that generally saw light volume and relatively unchanged levels, according to a trader.

The term loan B was quoted at 91¼ bid, 92¼ offered, up from 88½ bid, 89½ offered, the trader said.

On Wednesday, the bank debt had dropped all the way to 87¾ bid, 88¼ offered from 91¼ bid, 92¼ offered following a rating downgrade. Moody's Investors Service cut the company's senior secured credit facility rating to B1 from Ba2.

However, over the course of the Thursday and Friday sessions, the satellite company's term loan B slowly regained the lost ground.

Dana closes

Dana Corp. closed on its $2 billion exit financing credit facility as it emerged from Chapter 11, according to a company news release.

The exit facility consists of a $650 million five-year asset-based revolver (Ba3/BB+) that is priced at Libor plus 200 bps, with a commitment fee of 37.5 bps, and a $1.35 billion seven-year term loan B (Ba3/BB) that is priced at Libor plus 375 bps, with an original issue discount of 92 and a 3% Libor floor for two years.

The term loan B carries hard call protection of 102 in year one and 101 in year two. The only time the call premiums don't apply is when it relates to cash flow sweep.

Upfront fees on the asset-based revolver were 25 bps for $25 million, 50 bps for $50 million and 75 bps for $75 million.

During syndication, pricing on the term loan B was flexed up from Libor plus 350 bps, the original issue discount was raised from the 97 area, and the Libor floor and call protection were added.

Citigroup, Lehman Brothers and Barclays acted as the lead banks on the deal that is being used to repay the company's debtor-in-possession credit facility, to make other payments required upon its exit from bankruptcy and to provide liquidity to fund working capital and other general corporate purposes.

Dana is a Toledo, Ohio-based supplier of components, modules and systems to vehicle manufacturers and related aftermarkets.

Revlon closes

Revlon Consumer Products Corp. closed on its new $170 million senior subordinated term loan due Aug. 1, 2009 on Friday, according to an 8-K filed with the Securities and Exchange Commission.

MacAndrews & Forbes Holdings Inc., the company's majority stockholder, provided the new loan.

Pricing on the loan is 11% per annum, payable in cash.

Proceeds were used to repay in full the company's $167.4 million of 8 5/8% senior subordinated notes.

Revlon is a New York-based cosmetics, skincare, fragrances, beauty tools, hair color, anti-perspirants/deodorants and personal care products company.

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