JohnsonDiversey breaks; Momentive up with amendment; LyondellBasell rallies on buyout offer

By Sara Rosenberg

New York, Nov. 23 - JohnsonDiversey Inc.'s credit facility allocated and freed up for trading during Monday's market hours, with the U.S. term loan B quoted a little higher than its original issue discount price.

Also in trading, Momentive Performance Materials Inc.'s term loan B was better on an amend and extend proposal and LyondellBasell's bank debt gained quite a bit of ground on the back of news that Reliance Industries Ltd. is offering to purchase the company.

In other news, Pilot Travel Centers LLC is getting ready to give out allocations on its credit facility after lowering pricing on the well received term loan B.

JohnsonDiversey frees to trade

JohnsonDiversey's credit facility hit the secondary market on Monday with the U.S. term loan B seen straddling par pretty much throughout the session, according to traders.

Specifically, the U.S. term loan B was quoted by one trader at 99½ bid, par¼ offered, and by a second trader at 99½ bid, par ½ offered.

The $450 million U.S. term loan B is priced at Libor plus 350 basis points with a 2% Libor floor and was sold at an original issue discount of 99.

During syndication, pricing on the loan firmed at the tight end of initial talk of Libor plus 350 bps to 375 bps, and the discount was lowered from initial guidance of 981/2.

In addition to the U.S. term loan B, JohnsonDiversey is also getting a $250 million multi-currency revolver, a $500 million euro equivalent term loan and a $50 million Canadian equivalent term loan; however, only the U.S. term loan B was being marketed at this time.

Covenants include a leverage ratio and an interest expense coverage ratio.

Citigroup, GE Capital, Goldman Sachs and JPMorgan are the joint bookrunners on JohnsonDiversey's $1.25 billion senior secured credit facility (Ba2/BB-/BB-).

JohnsonDiversey recapitalizing

Proceeds from JohnsonDiversey's credit facility, along with $400 million of senior notes, will be used to help fund a recapitalization transaction valued at $2.6 billion.

The recapitalization plan includes the repurchase of outstanding senior subordinated notes and the repayment of outstanding borrowings under its existing senior secured credit facility.

As part of the recapitalization, Clayton Dubilier & Rice Inc. will invest $477 million for a 46% equity interest in the company, while the Johnson Family of Racine, Wis., will retain 50% ownership in the company and Unilever will retain a 4% ownership interest in the company.

JohnsonDiversey, which is changing its name to Diversey Inc., is a Sturtevant, Wis.-based provider of commercial cleaning, sanitation and hygiene products.

Momentive Performance rises

Momentive Performance Materials' term loan was stronger in trading after the company announced plans to do a credit facility amendment and extension, according to a trader.

The term loan B was quoted at 91½ bid, 93 offered, up from 89¾ bid, 91¼ offered, the trader said.

Under the amendment proposal, the company would extend term loan debt to 2015 and revolver commitments to 2014, and reduce the size of the revolver.

In addition, the amendment would allow the company to do a $500 million first-lien senior secured notes offering that will be used to repay some term loan borrowings and for general corporate purposes.

Also on Monday, the company announced that it is repaying $75 million of borrowings under its revolver, bringing the total outstanding balance to $100 million.

Momentive is an Albany, N.Y.-based specialty materials company, providing high-technology materials products to the silicones, quartz and ceramics markets.

LyondellBasell flies higher

LyondellBasell's CAM, which is basically all of the company's pre-petition bank debt that trades together as one facility, saw a big improvement on Monday following news of a potential buyout by Reliance Industries, according to traders.

The CAM was quoted by one trader at 69½ bid, 70½ offered, up from Friday's levels of 60½ bid, 61½ offered, and by a second trader at 68½ bid, 69¾ offered, up from 59¾ bid, 60 5/8 offered.

The first trader went on to say that the debt had traded as high as 75, but a lot of sellers came out at those higher levels, pushing the debt down a few points.

Meanwhile, the second trader remarked that he heard a rumor that the debt traded as high as 78 at one point.

"Very choppy trading," the first trader added.

LyondellBasell may be bought

On Saturday, LyondellBasell announced that it received a preliminary non-binding offer from Reliance Industries to acquire for cash a controlling interest in the company.

The purchase would be done contemporaneously with LyondellBasell's emergence from Chapter 11.

"This offer is in addition to the previous non-binding equity financing proposals received by the company and represents a potential alternative to the initial plan of reorganization previously filed by the company," LyondellBasell said in a news release.

"Consistent with its fiduciary duties, management will continue to work with all parties to design an approach that maximizes value for the company's creditors through the pursuit of a confirmable plan of reorganization and enhances the financial strength of the reorganized company," the release added.

LyondellBasell is a Netherlands-based polymers, petrochemicals and fuels companies.

TRW steady on amendment

TRW Automotive Holdings Corp.'s term loan B held firm following news that the company has looking to amend its credit facility to extend maturities and improve pricing, according to a trader.

Any amendment is expected to result in the reduction of the size of the revolver and the size of term loans.

The term loan B was quoted at 99 bid, par offered, unchanged on the day, the trader said, adding that the paper doesn't trade often and there have been some paydowns lately.

Last week, the company revealed that it would repay borrowings under its term loans using about $124 million of the net proceeds from a $250 million senior unsecured notes offering.

And, a few days before that, the company said that it would be repaying some term loan borrowings using about half of the proceeds from a $225 million exchangeable senior notes offering.

TRW is a Livonia, Mich.-based automotive supplier.

Pilot Travel allocations news

Over on the new deal front, Pilot Travel is anticipating allocating its credit facility on Tuesday now that pricing on the deal has finalized, with the term loan B coming 25 bps cheaper than expected, according to a market source.

The $800 million term loan B is priced at Libor plus 325 bps, down from initial talk of Libor plus 350 bps. There is a 2% Libor floor and the paper was sold at an original issue discount of 99, the low end of the initial 98½ to 99 guidance.

Pilot Travel's $2.15 billion senior secured credit facility (Ba2/BBB-) also includes a $500 million revolver and a $500 million term A, both priced at Libor plus 325 bps with a 2% Libor floor, and a $350 million term loan C that was not syndicated.

The revolver and the term loan A were sold pro rata and were offered with upfront fees based on commitment size.

Bank of America and Wells Fargo are the lead banks on the credit facility that will be used to fund the acquisition of Flying J. Inc.'s travel plaza business.

Pilot Travel Centers is a Knoxville, Tenn.-based operator of travel centers.

TowerCo finalizes pricing

TowerCo firmed pricing on its 200 million five-year term loan B at Libor plus 400 bps with a 2% Libor floor and an original issue discount of 991/4, according to a market source.

At launch, the term loan was presented with talk of Libor plus 400 bps to 425 bps with a 2% Libor floor and an original issue discount of 98 to 99. It was later said that the focus was on the tight end of talk as a result of strong demand, and then the original issue discount was lowered.

The company's $240 million senior secured credit facility (Ba3/BB) also includes a $40 million three-year revolver.

Morgan Stanley and Jefferies are the lead banks on the deal that will be used to pay a dividend to sponsors.

TowerCo is a Cary, N.C.-based developer, owner and leaser of communication towers.

TNS closes

TNS Inc. closed on its $400 million credit facility (Ba3/BB), consisting of a $75 million five-year revolver and a $325 million six-year term loan B, according to a news release.

The revolver and the term loan B are priced at Libor plus 400 bps with a 2% Libor floor. Pricing on the term loan B can step down to Libor plus 350 bps if corporate ratings are upgraded to 4-B status and leverage is below 1.5 times. The term loan B was sold at an original issue discount of 981/2.

Proceeds from the credit facility were used to refinance an existing senior credit facility comprised of a $15 million revolver and $363.5 million in term loan debt.

At close, $49.4 million was funded under the new revolver.

SunTrust acted as the lead bank on the deal.

TNS is a Reston, Va.-based provider of business-critical, cost-effective data communications services for transaction-oriented applications.

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