Numericable, Bennu, SkillSoft, Munters break; Hearthside, Mood, Quad/Graphics, TASC revised

By Sara Rosenberg

New York, April 23 - Numericable Group AG's credit facility emerged in the secondary market on Wednesday, with the U.S. term debt quoted above its original issue discount price, and Bennu Oil & Gas LLC and SkillSoft Ltd. and Munters Group began trading as well.

Moving to the primary, Hearthside Group Holdings LLC reduced the size of its term loan, set the spread at the wide end of talk and sweetened the call protection, Mood Media Corp. trimmed pricing on its term loan, and Quad/Graphics Inc. widened pricing, the Libor floor and offer price on its term loan B while also extending the call premium.

Also, TASC Inc. reworked its plans so that it is now seeking a new credit facility, as opposed to an amendment and extension of its existing deal, and MAG/Tucker Rocky (Velocity Pooling Vehicle LLC), Flint Group and BlackBrush TexStar LP (BBTS Borrower LP) released talk with launch.

Numericable frees up

Numericable's credit facility broke for trading on Wednesday, with the $2.6 billion six-year term loan B quoted by one source at 99¾ bid, par ¼ offered, and, later in the day, by a second source at 99¼ bid, 99½ offered.

Pricing on the covenant-light U.S. term loan, which is split between a $1,394,000,000 term B-1 and a $1,206,000,000 term B-2, is Libor plus 375 basis points with a 0.75% Libor floor and it was sold at an original issue discount of 99. There is 101 soft call protection for six months.

The company is also getting a €1.9 billion six-year covenant-light term B, split between a €475 million term B-1, a €160 million term B-2 and a €1,265,000,000 term B-4, and priced at Euribor plus 375 bps with a 0.75% floor. This debt was sold at a discount of 99½ and includes 101 soft call protection for six months as well.

During syndication, the U.S. term loan size was changed from $1.6 billion, prior to that from $1.5 billion and before that from €3 billion U.S. dollar equivalent, and the euro term loan size was revised from €1.6 billion, prior to that from €1.75 billion and before that from €2.6 billion. Additionally, pricing on all of the term loans firmed from talk of Libor/Euribor plus 350 bps to 375 bps with a 0.75% floor and a discount of 99 to 991/2.

Numericable buying SFR

Proceeds from Numericable's credit facility will be used with bonds to fund the acquisition of Societe Francaise de Radiotelephone SA (SFR), a Paris-based telecommunications company, from Vivendi SA, to refinance existing Numericable Group debt and for general corporate purposes.

Prior to acquisition of SFR, Altice, a Luxembourg-based cable and telecommunications company, will acquire the 21.32% stake in Numericable owned by Carlyle Group and the 13.27% stake in Numericable owned by Cinven in return for a combination of cash and Altice shares.

Deutsche Bank Securities Inc., Goldman Sachs Bank USA and J.P. Morgan Securities LLC are the joint global coordinators on the deal and joint bookrunners with Barclays, BNP Paribas Securities Corp., Credit Agricole, Credit Suisse Securities (USA) LLC, Morgan Stanley Senior Funding Inc. and ING.

Along with the term loans, which will fund on May 21, the Lille, France-based cable operator's credit facility (Ba3/B+) includes a €750 million five-year revolver at Numericable at Euribor plus 325 bps and a €200 million five-year revolver at Altice SA at Euribor plus 425 bps.

Bennu starts trading

Another deal to free up was Bennu Oil & Gas, with levels on the $487,125,000 second-lien term loan due November 2018 seen at par ¼ bid, par ¾ offered, a market source remarked.

Pricing on the loan is Libor plus 750 bps with a 1.25% Libor floor and it was sold at a discount of 991/2. The debt is non-callable through October 2015, then at 102 for a year and 101 for a year.

During syndication, the term loan was upsized from $392 million through the addition of a $95 million tack-on tranche, and the offer price widened from 993/4.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to refinance an existing term loan priced at Libor plus 900 bps with a 1.25% Libor floor.

Existing lenders at getting repaid at par.

Bennu is an oil and gas exploration and production company in the Gulf of Mexico.

Skillsoft breaks

Skillsoft's credit facility also hit the secondary, with the $900 million seven-year covenant-light first-lien term loan (B1/B-) quoted at 99¾ bid, par ¼ offered and the $485 million eight-year covenant-light second-lien term loan (Caa2/CCC) quoted at 99½ bid, par ¼ offered, according to a market source.

Pricing on the first-lien term loan is Libor plus 350 bps, after firming recently at the wide end of the Libor plus 325 bps to 350 bps talk. There is a 1% Libor floor and 101 soft call protection for one year, which was extended from six months, and the debt was sold at a discount of 991/2.

The second-lien term loan is priced at Libor plus 675 bps, after finalizing recently at the high end of the Libor plus 650 bps to 675 bps talk. There is a 1% Libor floor and hard call protection of 102 in year one and 101 in year two, and the debt was sold at 991/4.

Also during syndication, the 12 month MFN sunset provision was removed.

Skillsoft funding buyout

Proceeds from Skillsoft's $1,485,000,000 senior secured credit facility, which includes a $100 million five-year revolver (B1/B-) as well, will be used to help finance its purchase by Charterhouse Capital Partners LLP from Berkshire Partners, Advent International and Bain Capital and to refinance existing debt.

Barclays, Deutsche Bank Securities Inc. and Morgan Stanley Senior Funding Inc. are leading the deal.

Closing is subject to conditions, including the expiration of the applicable waiting period under the Hart-Scott-Rodino Act.

SkillSoft is a Dublin, Ireland-based provider of cloud-based learning services.

Munters levels surface

Munters' $280 million seven-year term loan B (B3/B) began trading too, with levels seen at 99 bid, 99½ offered, according to a market source.

Pricing on the term loan is Libor plus 525 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.

During syndication, pricing firmed at the wide end of the revised Libor plus 500 bps to 525 bps talk and up from initial talk of Libor plus 400 bps to 425 bps, the discount was changed from 991/2, the call protection was extended from six months, and a total leverage covenant was added to the originally covenant-light deal.

Deutsche Bank Securities Inc. is leading the deal that will be used to refinance existing debt.

Munters is a Sweden-based provider of energy-efficient air treatment services with expertise in climate control technologies.

Hearthside revises deal

Over in the primary, Hearthside trimmed its seven-year covenant-light first-lien term loan to $565 million from $575 million, firmed pricing at Libor plus 350 bps, the high end of the Libor plus 325 bps to 350 bps talk, and extended the 101 soft call protection to one year from six months, a market source said.

Included in the term loan is a ticking fee of 175 bps from days 31 to 60 post allocations and 350 bps from days 61 through Aug. 17.

The term loan still has a 1% Libor floor and an original issue discount of 991/2.

The company's now $665 million credit facility (B1/B) also provides for a $100 million five-year revolver.

Recommitments were due at 5 p.m. ET on Wednesday, the source said.

Hearthside lead banks

Barclays, Goldman Sachs Bank USA, Deutsche Bank Securities Inc., Fifth Third Securities Inc. and KeyBanc Capital Markets are leading Hearthside's credit facility will be used to help fund its buyout by Goldman Sachs and Vestar Capital Partners from Wind Point Partners.

For the buyout, the company is also getting $300 million of notes that were upsized from $270 million in order to refinance capital leases, the source continued.

Closing is expected in the second quarter.

Senior secured leverage is 4.4 times, down from 4.6 times initially, and total leverage is 6.8 times, up from 6.7 times initially, the source added.

Hearthside is a Downers Grove, Ill.-based bakery and contract food manufacturer.

Mood Media flexes

Mood Media reduced the spread on its $235 million five-year first-lien term loan to Libor plus 600 bps from Libor plus 625 bps, according to a market source.

As before, the term loan has a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for one year.

The company's $250 million credit facility (Ba3/B+) also includes a $15 million revolver.

Recommitments were due at 5 p.m. ET on Wednesday, the source added.

Credit Suisse Securities (USA) LLC is leading the deal that will be used by the provider of in-store audio, visual and mobile services to refinance an existing revolver and term loan.

Quad/Graphics reworked

Quad/Graphics lifted pricing on its $300 million seven-year term loan B to Libor plus 325 bps from talk of Libor plus 275 bps to 300 bps, raised the Libor floor to 1% from 0.75%, moved the original issue discount to 99 from talk of 99½ to 993/4, and pushed out the 101 soft call protection to one year from six months, a source said.

The company's $1.6 billion credit facility (Ba2/BB-) also includes an $850 million five-year revolver and a $450 million five-year term loan A.

J.P. Morgan Securities LLC is leading the deal that will be used to refinance existing debt.

Quad/Graphics is a Sussex, Wis.-based printer and media channel integrator.

TASC changes gears

TASC modified its deal to a new $682 million senior secured credit facility, consisting of a $50 million five-year revolver talked at Libor plus 550 bps, a $432 million six-year covenant-light first-lien term loan talked at Libor plus 550 bps with a 1% Libor floor and 101 soft call protection for one year, and a $200 million seven-year covenant-light second-lien term loan talked at a fixed-rate of 12% with hard call protection of 102 in year one and 101 in year two, according to a market source.

Initially, the company approached lenders with an amendment and extension of the non-covenant-light existing deal, under which it was looking to extend its roughly $632 million term loan B by two years to Dec. 18, 2017 and raise pricing to Libor plus 525 bps with a 1.25% Libor floor from Libor plus 325 bps with a 1.25% Libor floor, and extend its revolver by two years to Sept. 18, 2017 while reducing the size to $50 million from $80 million.

Barclays and KKR Capital are leading the new facility that will be used to refinance the existing credit facility, and are asking for commitments by May 2.

TASC, a Chantilly, Va.-based provider of advanced systems engineering and technical assistance, has net senior secured leverage of 3.7 times and net total leverage of 5.6 times.

MAG/Tucker sets talk

In more primary happenings, MAG/Tucker Rocky held its bank meeting on Wednesday, and with the event price talk on its first- and second-lien term loans was announced, according to a market source.

The $305 million seven-year covenant-light first-lien term loan is talked at Libor plus 375 bps to 400 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for one year, and the $85 million eight-year covenant-light second-lien term loan is talked at Libor plus 700 bps to 725 bps with a 1% Libor floor, a discount of 99 and call protection of 102 in year one and 101 in year two, the source said.

The company's $565 million credit facility also includes a $175 million asset-based revolver.

Commitments are due on May 7.

Credit Suisse Securities (USA) LLC, Bank of America Merrill Lynch, GE Capital Markets and KeyBanc Capital Markets are leading the deal that will be used to help fund the merger of Irvine, Calif.-based Motorsport Aftermarket Group with Fort Worth, Texas-based Tucker Rocky.

MAG/Tucker Rocky is a provider of aftermarket parts and accessories for the powersports industry.

Flint releases guidance

Flint Group came out with talk on its $860 million seven-year covenant-light first-lien term loan (B1/B+) and €625 million seven-year covenant-light first-lien term loan (B1/B+) at Libor/Euribor plus 350 bps with a 1% floor, an original issue discount of 99½ and 101 soft call protection for six months, according to a market source.

Also, talk on its $205 million eight-year covenant-light second-lien term loan (Caa1/B-) and €150 million eight-year covenant-light second-lien term loan (Caa1/B-) emerged at Libor/Euribor plus 700 bps with a 1% floor, a discount of 99¼ and hard call protection of 102 in year one and 101 in year two, the source said.

The company's credit facility, which launched with a bank meeting in New York on Wednesday and ne in London this past Tuesday, also includes a €150 million five-year revolver (B1/B+) with a 50 bps commitment fee.

Commitments are due on May 1, the source added.

Flint being acquired

Proceeds from Flint's credit facility will be used to help fund its buyout by Goldman Sachs Merchant Banking Division and Koch Equity Development LLC from CVC Capital Partners.

Deutsche Bank Securities Inc., Morgan Stanley Senior Funding Inc., Barclays and Goldman Sachs Bank USA are the lead banks on the deal, with Deutsche the left lead on the first-lien term loan and Morgan Stanley the left lead on the second-lien loan.

Flint is a Luxembourg-based supplier of inks and other print consumables.

BlackBrush details emerge

BlackBrush held its call in the morning, launching its incremental senior secured term loan due June 4, 2019 with a size of $100 million and price talk of Libor plus 650 bps with a 1.25% Libor floor and a par offer price, according to a market source.

Commitments are due on May 1, the source added.

UBS Securities LLC is leading the deal that will be used to fund capital expenditures.

BlackBrush is a San Antonio-based oil production and natural gas gathering and treatment services provider.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.