Toys, Asurion, Targus break; SymphonyIRI, Gundle, Helm, Harland and Rentech revise deals

By Sara Rosenberg

New York, May 20 - Toys 'R' Us Inc. increased the spread and original issue discount on its term loan B-2 and firmed the Libor floor at the high end of talk, and after these final terms were decided upon, the deal freed up for trading.

Also finding its way into the secondary was Asurion LLC, with both its first- and second-lien term loans quoted above their original issue discount prices, and Targus Group International Inc. broke as well.

In more loan happenings, SymphonyIRI Group Inc. set pricing on its credit facility at the low end of talk and added a step-down to the term loan B, and Gundle/SLT Environmental Inc. reworked first-lien tranching and flexed second-lien term loan pricing.

In addition, Helm Financial Corp. reduced pricing on its transaction due to strong demand, Harland Clarke Holdings Corp. raised pricing on its proposed extended term loan, Rentech Energy Midwest Corp. downsized its deal and raised pricing, and Il Fornaio Corp. surfaced with new deal plans.

Toys 'R' Us ups pricing

Toys 'R' Us increased pricing on its $400 million seven-year term loan B-2 (BB-) to Libor plus 375 basis points from talk of Libor plus 325 bps to 350 bps and set the Libor floor firmed at 1.5%, the wide end of the 1.25% to 1.5% talk, according to a market source.

Also, the original issue discount was moved to 99 from 991/2, while the 101 soft call protection for one year was left unchanged, the source remarked.

Commitments were due by noon ET on Friday.

Bank of America Merrill Lynch, J.P. Morgan Securities LLC, Goldman Sachs & Co., Wells Fargo Securities LLC, Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc. and Deutsche Bank Securities Inc. are the lead banks on the deal.

Toys 'R' Us hits secondary

With the changes to Toys 'R' Us' term loan B-2 firming up in the early part of the day, the leads were able to allocate the transaction in the afternoon, and levels on the debt emerged in the secondary market at 99 ¼ bid, 99 5/8 offered, a trader told Prospect News.

Proceeds from the term loan B-2 will be used to refinance existing debt.

The Wayne, N.J.-based toy retailer tried, but then pulled, a transaction back in March, under which it was looking to get an amended $700 million term loan B-1 due Sept. 1, 2016 and a new $400 million 71/2-year term loan B-2, both talked at Libor plus 300 bps to 325 bps with a 1.25% to 1.5% Libor floor, a par offer price and 101 soft call protection for six months.

Proceeds were going to be used to refinance an existing term loan due September 2016 priced at Libor plus 450 bps with a 1.5% Libor floor and to repay $500 million of 7 5/8% notes due August 2011.

Asurion tops OID

Asurion's credit facility also made its way into the secondary market on Friday afternoon, with the $2.2 billion seven-year first-lien term loan B quoted by one trader at 99½ bid, par offered on the open and then he saw it move to 99½ bid, 99 7/8 offered, while a second trader had the debt at 99¼ bid, 99½ offered on the break and thereafter.

As for the company's $1.27 billion eight-year second-lien term loan, it was quoted at by one trader at 101 bid, 101½ offered on the break and then he saw the bid move to 1011/4, and by a second trader at par ¾ bid, 101¼ offered on the open and then he saw it rise to 101¼ bid, 101¾ offered.

Pricing on the first-lien term loan B is Libor plus 400 bps with a 1.5% Libor floor, and it was sold at an original issue discount of 99. There is 101 soft call protection.

Meanwhile, pricing on the second-lien term loan is Libor plus 750 bps with a 1.5% Libor floor, and it was sold at an original issue discount of 991/2. The tranche is non-callable for one year, then at 103 in year two and 101 in year three.

Asurion getting revolver

Asurion's $3.57 billion covenant-light credit facility also includes a $100 million five-year revolver.

During syndication, the first-lien term loan B was downsized from $2.48 billion, and the discount firmed at the wide end of the 99 to 99½ talk.

As for the second-lien term loan, it was upsized from $990 million, and pricing came at the tight end of guidance of Libor plus 750 bps to 775 bps with a discount of 99 to 991/2.

Bank of America Merrill Lynch, Barclays Capital Inc., Credit Suisse Securities (USA) LLC, Morgan Stanley & Co. Inc., Goldman Sachs & Co. and Deutsche Bank Securities Inc. are the lead banks on the deal.

Net first-lien leverage is 2.9 times and net total leverage is 4.8 times.

Asurion repaying debt

Asurion, a Nashville-based provider of technology protection services, will use proceeds from its credit facility to refinance existing bank debt and repay a parent note.

The company had attempted a refinancing earlier this year, consisting of a $120 million five-year revolver, a $3.5 billion seven-year first-lien term loan and a $1.02 billion eight-year second-lien term loan, but the transaction was pulled in March due to market conditions.

Talk on the withdrawn first-lien term loan had been 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 talk on the second-lien loan had been Libor plus 775 bps with a 1.5% Libor floor, an original issue discount of 99 to 99½ and it was non-callable for one year, then at 103 in year two and 101 in year three.

Targus breaks

Yet another deal to free up was Targus, with its $185 million five-year term loan (B2/B) quoted at 98½ bid, no offers, according to a trader.

Pricing on the term loan is Libor plus 950 bps with a 1.5% Libor floor, and it was sold at an original issue discount of 98. It is non-callable for one year, then at 102 in year two and 101 in year three.

During syndication, pricing was increased from preliminarily talk of Libor plus 800 bps to 850 bps, and the call protection was sweetened from 103 in year one, 102 in year two and 101 in year three.

The Anaheim, Calif.-based maker of mobile accessories' $245 million credit facility also includes a $60 million ABL revolver that was pre-committed.

Goldman Sachs & Co. and Bank of America Merrill Lynch are the lead banks on the deal that will be used to refinance existing first-lien revolving credit facility and term loan debt.

BWIC fails to trade

In other secondary news, bids were due at noon ET on Friday for a $274.4 million Bid Wanted In Competition, but according to sources, none of the portfolio traded despite there being some bidding interest.

Included in the portfolio were some flow names, such as Allison Transmission Inc., Charter Communications Inc. and Univision Communications Inc.

SymphonyIRI updates pricing

Back over in the primary, SymphonyIRI set pricing on its $50 million five-year revolver and a $400 million 61/2-year covenant-light term loan B at Libor plus 375 bps, the tight end of the Libor plus 375 bps to 400 bps talk, and added a step-down to the B loan to Libor plus 350 bps when total net leverage is less than 3.5 times, according to a market source.

The term loan B still provides for a 1.25% Libor floor and 101 soft call protection for one year and is being offered at an original issue discount of 991/2.

And, the revolver still has no Libor floor and has a 50 bps upfront fee and includes senior secured leverage and interest coverage covenants.

SymphonyIRI readies

Recommitments towards SymphonyIRI's $450 million credit facility (B1/B+) were due at 5 p.m. ET on Friday, and allocations are expected to go out on Monday.

Bank of America Merrill Lynch, Jefferies & Co. and BMO Capital Markets Corp. are the lead banks on the deal.

Proceeds, along with $420 million of equity, will be used to fund the buyout of the company by New Mountain Capital LLC and management.

SymphonyIRI is a Chicago-based provider of sales and marketing data and analytic services for customers in the consumer packaged goods and consumer health industries.

Gundle reworks deal

Gundle/SLT Environmental made a number of revisions to the structure and pricing of its credit facility, and as a result, the deal is oversubscribed and expected to close/fund during the week of May 23, according to a market source.

The facility now includes a $135 million first-lien term loan (B3/B-), up from $125 million, that is priced at Libor plus 550 bps, the wide end of the Libor plus 525 bps to 550 bps talk, with a 1.5% Libor floor, an original issue discount of 99 and 101 soft call protection for one year, the source said.

And, pricing on the $40 million second-lien term loan (Caa1/CCC+) - size unchanged - was lifted to Libor plus 950 bps plus 200 bps PIK from talk of Libor plus 875 bps to 900 bps. There is still a 1.5% Libor floor, an original issue discount of 98 and call protection of 102 in year one and 101 in year two, the source continued.

Gundle trims revolver

In addition to the abovementioned revisions, the size of Gundle/SLT's revolver (B3/B-) firmed at $25 million, down from talk of $40 million to $45 million.

Jefferies & Co. and GE Capital Markets are the lead banks on the now $200 million deal, down from up to $210 million.

Proceeds will be used to refinance existing ABL credit facility debt and notes.

Gundle/SLT is a Houston-based manufacturer and marketer of geosynthetic lining products and services.

Helm cuts spread

Helm Financial announced in the morning that pricing on its $170 million credit facility was reverse flexed to Libor plus 500 bps from Libor plus 550 bps, while the 1.25% Libor floor and original issue discount of 99 were left unchanged, according to a market source.

The facility consists of a $50 million five-year revolver and a $120 million six-year term loan.

Credit Suisse Securities (USA) LLC and Guggenheim are leading the facility and asked for commitments by 5 p.m. ET on Friday.

Leverage is 3.3 times.

The deal is being privately rated, but accounts were guided in the low-single B direction.

Proceeds will be used by the San Francisco-based rail equipment lessor to refinance existing debt.

Harland Clarke flexes

Also coming out with changes was Harland Clarke, as it increased pricing on its proposed extended senior secured term loan due June 2017 to Libor plus 425 bps from Libor plus 375 bps, according to a market source.

The non-extended senior secured term loan due June 30, 2014 is priced at Libor plus 250 bps.

The company has $1.729 billion of term loan debt outstanding.

Also as part of the changes, mandatory amortization for the deal was increased to $60 million, with 100% of the increase applying only to the extended tranche.

Additionally, the company withdrew its request to refresh the $25 million general restricted payments basket and increase the annual restricted payments basket to $25 million from $20 million.

Harland resets deadline

As a result of the revisions to the amendment and extension, Harland Clarke moved the consent deadline to Monday from Friday, the source remarked, adding that there is still a 10 bps amendment fee being offered.

Some other terms of the proposed amendment that were left unchanged include adding incremental term loan capacity to be used to repay non-extended term loan borrowings, subject to 50 bps Most Favored Nation language, permitting the incurrence of second-lien or unsecured debt to repay term loans and allowing for debt buybacks through tender offers.

Also, the company is still asking for permission to extend revolver commitments at a later date. The existing $100 million revolver due June 2013 is priced at Libor plus 250 bps.

Credit Suisse Securities (USA) LLC is the left lead on the amendment and extension for the San Antonio, Texas-based provider of integrated payment, marketing and security services and retail products.

Rentech downsizes, ups talk

Rentech Energy Midwest lowered its six-year term loan to $150 million from $170 million and raised guidance to Libor plus 800 bps to 850 bps from Libor plus 650 bps, according to a market source.

The loan still has a 1.5% Libor floor, call protection of 102 in year one and 101 in year two, and an original issue discount of 98.

Credit Suisse Securities (USA) LLC is the lead bank on the deal that will be used to refinance the company's 2010 senior secured credit facility and fund a dividend.

Rentech Energy is an East Dubuque, Ill.-based manufacturer and seller of nitrogen fertilizer products and is a subsidiary of Los Angeles-based Rentech Inc., a provider of clean energy services.

Il Fornaio coming soon

In other news, Il Fornaio has set a bank meeting for Tuesday afternoon to launch a $145 million credit facility that is being led by Credit Suisse Securities (USA) LLC, according to a market source.

The facility consists of a $15 million five-year revolver and a $130 million six-year term loan, the source said, adding that price talk is still to be determined.

Leverage through the term loan is 3.5 times.

Proceeds, along with $50 million of mezzanine debt provided by DLJ Investment Partners, will be used to fund the buyout of the company by Roark Capital Group from Bruckmann, Rosser, Sherrill & Co.

Il Fornaio is an operator and franchiser of restaurants and one production bakery, including the Corner Bakery and Il Fornaio brands.

KAR Auction closes

KAR Auction Services Inc. closed on its $1.95 billion credit facility (Ba3/BB-), consisting of a $250 million five-year revolver and a $1.7 billion six-year term loan B, according to an 8-K filed with the Securities and Exchange Commission on Friday.

Pricing on the B loan is Libor plus 375 bps with a step-down to Libor plus 350 bps when secured leverage is less than 2.75 times. There is a 1.25% Libor floor as well as 101 soft call protection for one year, and the paper was sold at an original issue discount of 991/2.

Revolver pricing is Libor plus 350 bps with a 50 bps unused fee.

During syndication, the term loan B was upsized from $1.5 billion, pricing firmed at the tight end of the Libor plus 375 bps to 400 bps with a discount of 99 to 99½ talk, and the step-down and call protection were added.

KAR lead banks

J.P. Morgan Securities LLC, Goldman Sachs & Co., Barclays Capital Inc. and Deutsche Bank Securities Inc. acted as the lead banks on KAR Auction's credit facility.

Proceeds are being used to repay existing senior secured revolver and term loan B borrowings, 10% senior subordinated notes due 2015 and 8¾% senior notes due 2014.

Because of the change to the term loan B size, the company is repurchasing more of its notes than originally planned.

KAR Auction is the Carmel, Ind.-based holding company for Adesa, Inc., a provider of wholesale used vehicle auctions.

Alpha wraps deal

Alpha Natural Resources Inc. completed its $1.6 billion amended and restates senior secured credit facility due June 30, 2016 that is priced at Libor plus 250 bps, according to an 8-K filed with the Securities and Exchange Commission on Friday.

The facility consists of a $1 billion revolver that has a 50 bps undrawn fee and a $600 million term loan A.

Citigroup Global Markets Inc. and Morgan Stanley Senior Funding Inc. acted as the joint lead arrangers and bookrunners on the deal that will be used to help fund the acquisition of Massey Energy Co. for 1.025 shares of Alpha common stock and $10 in cash for each share of Massey common stock and to refinance existing debt at both companies.

Abingdon, Va.-based Alpha Natural Resources and Richmond, Va.-based Massey are coal companies.

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