Progressive-PMSI, Learfield break; TGI Fridays, Husky, World Triathlon revisions surface

By Sara Rosenberg

New York, June 20 – Progressive-PMSI’s (P2 Lower Acquisition LLC) incremental term loans freed up for trading on Friday, with both the first- and second-lien debt quoted above their original issue discounts, and Learfield Communications Inc. hit the secondary too.

Moving to the primary, TGI Fridays Restaurants moved some funds between its first- and second-lien term loans, firmed pricing on the first-lien loan at the low end of talk and tightened the original issue discount and lifted pricing on the second-lien tranche while sweetening call premiums.

Also, Husky International Ltd. reworked its first- and second-lien term loan sizes, set spreads at the low end of guidance and modified offer prices on the tranches, World Triathlon Corp. lifted its term loan size while tightening the spread and original issue discount, and Landmark Aviation accelerated the commitment deadline on its debt.

Furthermore, American Energy – Marcellus LLC, Templar Energy LLC, Ciena Corp. and 4L Technologies Inc. surfaced with new deal plans, and Red Lobster Management LLC released timing and structure on its buyout transaction.

Progressive starts trading

Progressive-PMSI’s add-on term loans emerged in the secondary market, with the $130 million incremental first-lien term loan (B) due October 2020 quoted at par bid, par ½ offered, and the $80 million incremental second-lien term loan (CCC+) due October 2021 quoted at par bid, 101 offered, according to a trader.

Pricing on the add-on first-lien loan is Libor plus 450 basis points with a 1% Libor floor, in line with the existing first-lien term loan, and it was sold at a discount of 99½. There is 101 soft call protection for one year.

The add-on second-lien term loan is priced at Libor plus 850 bps with a 1% Libor floor, in line with the existing second-lien loan, and was also sold at 99½. This debt is non-callable for one year, then at 102 in year two and 101 in year three, revised from the initially planned call protection of 103 through October 2014, 102 through October 2015 and 101 through October 2016.

Credit Suisse Securities (USA) LLC, Bank of America Merrill Lynch, Deutsche Bank Securities Inc. and RBC Capital Markets are leading the $210 million deal that will be used to return capital to equity holders.

Progressive is a Tampa, Fla.-based pharmacy benefit manager for workers’ compensation.

Learfield frees up

Learfield Communications’ $45 million add-on first-lien term loan (B+) due Oct. 9, 2020 began trading too, with levels quoted at par ¾ bid, 101¼ offered, according to a trader.

The add-on loan and existing first-lien term loan trade together. Prior to the add-on break, the existing first-lien term loan was seen at par ¼ bid, 101 ¼ offered, the trader said.

Pricing on add-on loan is Libor plus 350 bps with a 1% Libor floor, which matches the existing first-lien term loan, and there is 101 soft call protection through October. The add-on was issued at a premium of par ¼, after tightening the other day from par.

Deutsche Bank Securities Inc. is leading the deal that will be used to fund the acquisition of Licensing Resource Group, a Holland, Mich.-based trademark management company, and for general corporate purposes.

Closing on the add-on is targeted for July 1.

Learfield is a Jefferson City, Mo.-based provider of collegiate sports multimedia rights administration and marketing services.

TGI Fridays reworked

Over in the primary, TGI Fridays Restaurants’ increased its six-year first-lien term loan (B1/BB-) to $440 million from $425 million, set the spread at Libor plus 425 bps, the tight end of the Libor plus 425 bps to 450 bps talk, and modified the original issue discount to 99½ from 99, according to market sources. This tranche still has a 1% Libor floor and 101 soft call protection for one year.

Meanwhile, the seven-year second-lien term loan (Caa1/B-) was trimmed to $180 million from $195 million, pricing was lifted to Libor plus 825 bps from Libor plus 800 bps, and the call protection was changed to 103 in year one, 102 in year two and 101 in year three from 102 in year one and 101 in year two, sources said. The 1% Libor floor and original issue discount of 98½ were left intact.

The casual dining restaurant and bar chain’s $670 million credit facility also includes a $50 million revolver (B1/BB-).

TGI Fridays being acquired

Proceeds from TGI Fridays’ credit facility will be used to help fund its buyout by Sentinel Capital Partners and TriArtisan Capital Partners from Carlson.

In addition to the size and pricing updates, the credit agreement was revised to eliminate the carve-out for unlimited restricted payments if total net leverage is at or below 4 times, provide that lenders will not be able to reject mandatory prepayments from sales of units existing as of the closing date in the United Kingdom, Taiwan, China or the United States, and specify that first-lien lenders may not modify the mandatory prepayment provisions relating to the specified dispositions or the inability to reject prepayments from the specified dispositions without second-lien lender consent, sources added.

Recommitments were due at 2 p.m. ET on Friday and allocations are expected early in the week of June 23.

Credit Suisse Securities (USA) LLC and Jefferies Finance LLC are leading the deal.

Closing on the buyout is expected by July, subject to customary conditions.

Husky restructures deal

Husky International upsized its seven-year covenant-light first-lien term loan (B1/B) to $1,315,000,000 from $1,265,000,000, firmed pricing at Libor plus 325 bps, the low end of the Libor plus 325 bps to 350 bps talk, and moved the original issue discount to 99½ from 99, a market source said.

Additionally, the eight-year covenant-light second-lien term loan (Caa1/CCC+) was downsized to $250 million from $300 million, the spread was set at Libor plus 625 bps, the tight end of the Libor plus 625 bps to 650 bps talk, and the discount was changed to 99½ from 99, the source continued.

As before, both term loans have a 1% Libor floor, the first-lien term loan has 101 soft call protection for one year, and the second-lien term loan has hard call protection of 102 in year one and 101 in year two.

Husky refinancing

Proceeds from Husky’s $1,675,000,000 credit facility, which also includes a $110 million five-year revolver (B1/B), will be used to refinance existing bank and mezzanine debt.

Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc. and TD Securities (USA) LLC are the joint lead arrangers on the deal and joint bookrunners with Barclays and RBC Capital Markets.

Recommitments were due on Friday, the source added.

Husky is a Bolton, Ont.-based supplier of injection molding equipment and services to the plastics industry.

World Triathlon sets changes

World Triathlon raised its seven-year first-lien covenant-light term loan to $225 million from up to $220 million, trimmed pricing to Libor plus 425 bps from Libor plus 475 bps, and tightened the original issue discount to 99½ from 99, a source said.

The term loan still has a 1% Libor floor and 101 soft call protection for one year.

The company’s now $245 million credit facility (B2/B) also includes a $20 million five-year revolver.

Recommitments were due by 5 p.m. ET on Friday, the source added.

UBS AG is leading the deal that will be used to refinance existing debt and pay a dividend.

World Triathlon is a Tampa Bay, Fla.-based owner and operator of Ironman triathlon events.

Landmark modifies deadline

Landmark Aviation moved up the commitment deadline on its $325.9 million of add-on senior secured term loans to 5 p.m. ET on Tuesday from noon ET on Thursday, according to a market source.

The debt consists of a $220.4 million incremental first-lien term loan talked at Libor plus 375 bps with a 1% Libor floor, an original issue discount of 99 to 99½ and 101 soft call protection for six months, and a $105.5 million incremental second-lien term loan talked at Libor plus 725 bps with a 1% Libor floor, a discount of 99 to 99½ and hard call protection of 101 for one year.

In addition, the company is looking to reprice its existing second-lien loan to Libor plus 725 bps with a 1% Libor floor from Libor plus 825 bps with a 1.25% Libor floor

Landmark lead banks

Morgan Stanley Senior Funding Inc., RBC Capital Markets and Barclays are leading Landmark Aviation’s deal that will be used to fund the acquisition of Ross Aviation from Centre Partners Management LLC and management, to pay down revolver borrowings and for general corporate purposes.

Closing is expected during the second half of this year, subject to satisfaction of customary conditions.

Landmark Aviation is a Houston-based provider of FBO, MRO and aircraft charter and management services. Ross Aviation is a Denver-based network of fixed based operations.

American Energy on deck

Also in the primary, American Energy – Marcellus set a bank meeting for 11 a.m. ET in New York on Tuesday to launch $1.2 billion of senior secured term loans, according to a market source.

The debt consists of a $750 million first-lien term loan and a $450 million second-lien term loan, the source said.

Citigroup Global Markets Inc. is the left lead on the deal that will be used to fund the acquisition of about 48,000 net acres of leasehold in Doddridge, Harrison, Marion, Tyler and Wetzel Counties, West Virginia, also from East Resources Inc. and an unnamed private company.

Closing is expected this summer.

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 U.S.

Templar joins calendar

Templar Energy plans to hold a conference call at 2 p.m. ET on Monday to launch a $200 million incremental second-lien term loan, according to a market source.

Citigroup Global Markets Inc. is leading the deal for the Oklahoma City-based exploration and production company.

Ciena coming soon

Ciena scheduled a bank meeting for Tuesday to launch a $250 million five-year term loan B, according to a market source.

Bank of America Merrill Lynch and Deutsche Bank Securities Inc. are leading the deal that will be used for general corporate purposes and to add cash to the balance sheet.

Ciena is a Hanover, Md.-based supplier of communications networking equipment and software.

4L readies add-on

4L Technologies will hold a call on Tuesday to launch a $110 million add-on covenant-light term loan B that is talked at Libor plus 450 bps with a 1% Libor floor and an original issue discount that is still to be determined, according to a market source.

The spread and floor on the add-on loan matches the existing term loan B.

Bank of America Merrill Lynch and GE Capital Markets are leading the deal that will be used to fund the acquisition of MSE, a producer of OEM-alternative printer cartridges.

4L Technologies is a Hoffman Estates, Ill.-based printer cartridge and mobile phone remanufacturer.

Red Lobster details emerge

Red Lobster came out with plans to hold a bank meeting at 10 a.m. ET in New York on Wednesday to launch its credit facility that will help fund its $2.1 billion buyout by Golden Gate Capital from Darden Restaurants Inc., according to market sources.

With timing set, it was revealed that the facility is sized at $425 million, split between a $50 million revolver, and a $375 million seven-year covenant-light term loan B that has a 1% Libor floor, sources said.

Commitments are due on July 9.

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

Other funds for the buyout of the Orlando, Fla.-based casual dining seafood restaurant company will come from a fully executed $1.5 billion sale-leaseback agreement with American Realty Capital Properties Inc.

Closing is expected in Darden’s first fiscal quarter of 2015, subject to customary conditions and regulatory approvals.

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