Multiple loans break into secondary; Prestige, Apple Leisure, AmWINS, JBS, Zuffa revise deals

By Sara Rosenberg

New York, Feb. 15 - Virgin Media Investment Holdings Ltd.'s U.S. term loan made its way into the secondary market on Friday, with levels quoted above its original issue discount price, and Asurion LLC, Integra Telecom Holdings Inc., ServiceMaster Co., Sabre Inc., Centaur Gaming, Beechcraft Holdings LLC (Hawker Beechcraft Inc.), Select Medical Corp., Delta Air Lines Inc., West Corp., Iasis Healthcare LLC and Tube City IMS Corp. broke, too.

Over in the primary, Prestige Brands Holdings Inc. trimmed the coupon on its repricing deal while extending the call protection, Apple Leisure Group moved funds between its first- and second-lien term loans and flexed pricing higher, and AmWINS Group Inc. tightened its original issue discount.

Also, JBS USA LLC finalized the spread on its term loan B at the wide end of guidance, lifted the Libor floor and sweetened the call protection, Zuffa LLC increased pricing on its B loan, added a step-down and set the offer price at the wide end of talk, and Acosta Sales & Marketing and Serta Simmons (AOT Bedding Super Holdings LLC) withdrew their repricing requests.

Furthermore, Pro Mach Inc. came out with details on its add-on and amendment with launch, and Veyance Technologies Inc. (formerly Goodyear Engineered Products), iEnergizer and Merrill Communications LLC announced new deal plans.

Virgin Media starts trading

Virgin Media's debt freed up on Friday, with the $2,755,000,000 senior secured seven-year term loan B quoted at 99¾ bid, par offered, according to a market source.

Pricing on the term loan B is Libor plus 275 basis points, after flexing earlier from Libor plus 300 bps.

The company is also getting a £600 million senior secured seven-year term loan B that is priced at Libor plus 375 bps.

Both term loans have 0.75% Libor floor and 101 soft call protection for six months and were sold at an original issue discount of 991/2.

Additionally, the loans have a ticking fee of 33.3% of the margin from day 31 to 60, 66.6% of the margin from day 60 to 90 and the full spread from day 91 and thereafter. There is now fee for the first 30 days.

Virgin Media being bought

Proceeds from Virgin Media's term loans will be used to help fund its purchase by Liberty Global Inc. for $17.50 in cash, 0.2582 of a Liberty Global series A share and 0.1928 of a Liberty Global series C share for each Virgin Media share. The stock and cash transaction is valued at $23.3 billion.

Credit Suisse Securities (USA) LLC, BNP Paribas Securities Corp., Bank of America Merrill Lynch, Barclays and Deutsche Bank Securities Inc. are the lead banks on the loans (Ba3/BB-).

Other funds for the acquisition will come from £2.3 billion equivalent notes at Virgin Media, a draw on Liberty's existing credit facilities, cash on hand and other sources of liquidity at Virgin Media.

Closing is expected in the second quarter, subject to majority approval from both companies' shareholders, regulatory approvals and other customary conditions.

Virgin Media is a New York-based provider of broadband, television, mobile phone and home phone services in the United Kingdom. Liberty is an Englewood, Colo.-based cable company.

Asurion emerges in secondary

Asurion's $3.9 billion first-lien term loan (B+) due May 24, 2019 broke, with levels seen at par bid, par ½ offered, sources said.

Pricing on the loan is Libor plus 325 bps with a 1.25% Libor floor, and it was sold at a discount of 991/2. There is 101 soft call protection for one year.

During syndication, the term loan was upsized from $2.6 billion and the discount firmed at the wide end of the 99½ to 99¾ talk.

Proceeds are being used to repay all of the company's first- and second-lien term loan borrowings. At first, the company was only going to pay down a portion of the debt, but because of the term loan upsizing, all of the debt is being taken out.

Bank of America Merrill Lynch, Barclays, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Goldman Sachs & Co. and Morgan Stanley Senior Funding Inc. are leading the deal.

Asurion is a Nashville-based provider of technology protection services.

Integra frees up

Integra Telecom's credit facility started trading, with the $585 million first-lien term loan (B2) quoted at 99¾ bid, par ¼ offered, and the $200 million second-lien term loan (Caa2) quoted at 102 bid, according to a market source.

Pricing on the first-lien term loan is Libor plus 475 bps with a step-down to Libor plus 450 bps at net first-lien leverage of 2.5 times. There is a 1.25% Libor floor and 101 soft call protection for one year, and it was sold at an original issue discount of 99.

The second-lien loan is priced at Libor plus 850 bps with a 1.25% Libor floor, and it was sold at 99. The loan is non-callable for one year, then at 102 in year two and 101 in year three.

During syndication, the first-lien loan was upsized from $555 million, pricing was lowered from Libor plus 525 bps and the step-down was added. Meanwhile, the second-lien loan was downsized from $225 million, pricing was cut from talk of Libor plus 900 bps to 950 bps and the discount was tightened from talk of 98 to 981/2.

Integra repaying debt

Proceeds from Integra's $845 million credit facility, which also includes a $60 million revolver (B2), will be used to refinance existing debt.

Bank of America Merrill Lynch and Morgan Stanley Senior Funding Inc. are the lead banks on the deal, with Bank of America the left lead on the first-lien loan and Morgan Stanley the left lead on the second-lien loan.

Integra Telecom is a Portland, Ore., fiber-based telecommunications carrier.

ServiceMaster wraps par

ServiceMaster's $1,223,000,000 term loan due January 2017 was seen at 99¼ bid, par offered as it broke late in the day, according to a trader.

Pricing on the loan is Libor plus 325 bps with a 1% Libor floor. There is 101 soft call protection for one year.

During syndication, the loan was downsized from $2,253,000,000, the Libor floor was added and the maturity was changed from Feb. 28, 2017.

Proceeds will be used to refinance a roughly $1.2 billion non-extended term loan due July 2014. Due to the downsizing, the company will no longer be refinancing its roughly $1 billion extended term loan due January 2017.

J.P. Morgan Securities LLC is the lead bank on the deal.

ServiceMaster is a Memphis-based provider of maintenance services to residential and commercial customers.

Sabre hits secondary

Sabre's credit facility broke too, with the $1,775,000,000 six-year term loan B quoted at 99¾ bid, par ¼ offered, and the $425 million five-year term loan C quoted at par bid, par ½ offered, a trader said.

Pricing on the term loan B is Libor plus 400 bps with a 1.25% Libor floor, and it was sold at an original issue discount of 991/2. There is 101 soft call protection for one year.

The Southlake, Texas-based online travel company's term loan C is priced at Libor plus 300 bps with a 1% Libor floor, and it was sold at 993/4. There is 101 soft call protection for six months.

During syndication, the term loan B firmed at the high end of the revised range of $1.75 billion to $1,775,000,000, and down from $1.95 billion, and the term loan C firmed at the low end of the revised range of $425 million to $450 million, and up from $250 million. Also, pricing on the term loan B was increased from Libor plus 375 bps.

The $2,552,000,000 credit facility (B1/B) also includes a $352 million five-year revolver.

Bank of America Merrill Lynch, Deutsche Bank Securities Inc., Morgan Stanley Senior Funding Inc., Goldman Sachs & Co., Barclays and Natixis are leading the deal that will be used to refinance debt.

Centaur allocates

Centaur Gaming's credit facility allocated and emerged in the secondary, with the $460 million six-year first-lien term loan B (B1/B+) quoted at par bid, 101 offered, and the $175 million seven-year second-lien term loan (Caa1/CCC+) quoted at 99¾ bid, a market source said.

Pricing on the first-lien term loan is Libor plus 400 bps with a 1.25% Libor floor, and it was sold at an original issue discount of 991/2. The debt includes 101 soft call protection for one year.

The second-lien term loan is priced at Libor plus 750 bps with a 1.25% Libor floor, and was sold at a discount of 99. There is call protection of 103 in year one, 102 in year two and 101 in year three.

Recently, pricing on the first-lien term loan was cut from Libor plus 450 bps and the discount was tightened from 99. Also, the second-lien loan was downsized from $185 million, the spread was trimmed from from Libor plus 825 bps and the discount was changed from 98.

Centaur getting revolver

Centaur's $655 million credit facility, which is being led by Goldman Sachs & Co. and Deutsche Bank Securities Inc., also provides for a $20 million five-year revolver (B1/B+).

Proceeds will be used to fund the acquisition of Indiana Grand Casino and Indiana Downs racetrack for about $500 million, plus the assumption of certain liabilities, and refinance existing debt.

Centaur is the owner and operator of Hoosier Park Racing & Casino, a casino and racetrack located near Indianapolis.

Beechcraft tops OID

Beechcraft Holdings's credit facility also began trading, with the $425 million seven-year term loan B (B1/BB-) quoted at 99 5/8 bid, par 1/8 offered on the open and then it moved to par bid, par ½ offered, according to a trader.

Pricing on the term loan B is Libor plus 450 bps with a 1.25% Libor floor, and it was sold at an original issue discount of 99. The debt has 101 soft call protection for one year.

During syndication, the B loan was upsized from $375 million, pricing was lowered from talk of Libor plus 475 bps to 500 bps and the discount was tightened from 981/2.

The company's $600 million senior secured credit facility also provides for a $175 million five-year ABL revolver that was downsized from $225 million when the term B was upsized.

According to court documents, interest on the revolver will depend on available credit, with pricing ranging from Libor plus 175 bps to 225 bps.

Beechcraft funding exit

Beechcraft's exit financing credit facility will be used to pay all outstanding amounts under its $400 million debtor-in-possession facility, make specified settlement and cure payments, and for working capital and general corporate purposes.

And, the amounts raised through the term loan B upsizing will be used to add cash to the balance sheet.

J.P. Morgan Securities LLC is the lead bank on the deal.

Beechcraft is a Wichita, Kan.-based manufacturer of business, special mission, light attack and trainer aircraft.

Select Medical frees up

Another deal to hit the secondary was Select Medical's $300 million incremental term loan B-1 (B1/B+) due 2016, with levels quoted at par bid, par ½ offered on the break and then it moved to par ¼ bid, par ¾ offered, according to a trader.

Pricing on the loan, which was recently upsized from $250 million, is Libor plus 325 bps, after firming at the tight end of the Libor plus 325 bps to 350 bps. The loan has no Libor floor and 101 soft call protection for six months, and was sold at an original issue discount of 991/2.

J.P. Morgan Securities LLC is the lead bank on the deal.

Proceeds will be used to call the company's 7 5/8% senior subordinated notes due 2015 and Libor plus 575 bps floating-rate HoldCo notes due 2015. And, the funds raised through the upsizing will be used to repay revolver borrowings, the source added.

Select Medical is a Mechanicsburg, Pa.-based operator of specialty hospitals and outpatient rehabilitation clinics.

Delta breaks

Delta Air Lines' roughly $1.35 billion term loan B due April 2017 began trading around midday, with levels quoted at par 5/8 bid, 101 1/8 offered, a trader remarked.

Pricing on the loan is Libor plus 325 bps, after firming at the wide end of the Libor plus 300 bps to 325 bps talk. There is a 1% Libor floor and 101 soft call protection for six months, and the debt was issued at par.

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

Delta, an Atlanta-based provider of scheduled air transportation for passengers and cargo, will use the term loan to refinance an existing term B tranche.

West above par

West's $318 million term loan B-7 due July 2016 and $2.1 billion term loan B-8 due June 2018 were both quoted at par 1/8 bid, par 5/8 offered as they freed up on Friday as well, according to sources.

Pricing on the B-7 loan is Libor plus 275 basis points, after flexing from talk of Libor plus 300 bps, and the B-8 loan is priced at Libor plus 325 bps. Both have a 1% Libor floor.

Proceeds are being used to reprice/refinance $2.4 billion of the company's existing term loan B-4 (due July 2016), B-5 (due July 2016) and B-6 (due June 2018) debt, and term loan B-4 and B-5 lenders were given the ability to roll into the B-8 tranche.

At Dec. 31, 2012, there was about $1.45 billion outstanding under the B-4 and B-5 loans, and about $965 million outstanding under the B-6 loan

Deutsche Bank Securities Inc, Wells Fargo Securities LLC, Goldman Sachs & Co. and Morgan Stanley Senior Funding Inc. are leading the deal.

West is an Omaha-based provider of voice-related communication services.

Iasis levels surface

Iasis Healthcare's roughly $1 billion term loan B broke, with levels quoted at par 1/8 bid, par 5/8 offered, according to a trader.

Pricing on the loan is Libor plus 325 bps, after firming at the wide end of the Libor plus 300 bps to 325 bps talk. There is a 1.25% Libor floor 101 soft call protection for one year that was extended from six months. The debt was issued at par.

Proceeds are being used to reprice an existing term loan from Libor plus 375 bps with a 1.25% Libor floor.

Bank of Americe Merrill Lynch is leading the deal.

Iasis is a Franklin, Tenn.-based owner and operator of medium-sized acute care hospitals.

Tube City trades

Tube City's $300 million term loan B due March 2019 freed up at par 3/8 bid, par 7/8 offered, according to a trader.

Pricing on the loan is Libor plus 375 bps with a 1% Libor floor, and it was sold at par. There is 101 soft call protection for one year.

Recently, pricing on the loan was increased from Libor plus 325 bps and the call protection was extended from six months.

J.P. Morgan Securities LLC, Credit Suisse Securities (USA) LLC, BofA Merrill Lynch and Wells Fargo Securities LLC are the lead banks on the deal that is expected to become effective on March 21.

Proceeds will be used to reprice an existing term loan B due March 2019 from Libor plus 450 bps with a 1.25% Libor floor.

Tube City is a Glassport, Pa.-based provider of outsourced industrial services to steel mills.

Prestige flexes lower

Moving to the primary, Prestige Brands cut pricing on its $454.5 million senior secured term loan B due January 2019 to Libor plus 275 bps from Libor plus 300 bps and revised the 101 soft call protection to one year from six months, according to a market source.

As before, the loan has a 1% Libor floor and a par offer price.

Recommitments were due by noon ET on Friday, the source said.

Proceeds from the Citigroup Global Markets Inc.-led deal will be used to reprice an existing term loan B from Libor plus 400 bps with a 1.25% Libor floor.

Prestige is an Irvington, N.Y.-based marketer of branded consumer products in the over-the-counter health care and household cleaning industries.

Apple Leisure restructures

Apple Leisure Group cut its six-year first-lien term loan B (B2/B+) to $140 million from $150 million and raised pricing to Libor plus 575 bps from Libor plus 500 bps, while keeping the 1.25% Libor floor, original issue discount of 99 and101 soft call protection for one year intact, according to a market source.

Meanwhile, the seven-year second-lien term loan (Caa1/CCC+) was lifted to $75 million from $65 million and pricing was increased to Libor plus 900 bps from Libor plus 875 bps, but the 1.25% floor, discount of 98 and call protection of 103 in year one, 102 in year two and 101 in year three were unchanged, the source said.

The $235 million credit facility also includes a $20 million five-year undrawn revolver (B2/B+).

Allocations are expected to go out during the week of Feb. 18, the source added.

Jefferies Finance LLC is leading the deal that will be used to back the already completed buyout of the Newton Square, Pa.-based travel and resort company by Bain Capital.

AmWINS tweaks OID

AmWINS Group changed the original issue discount on its $715 million first-lien covenant-light term loan (B1/B) due February 2020 to 99¾ from 99½ and asked for recommitments by 5 p.m. ET on Friday, according to a market source.

As before, the loan is priced at Libor plus 375 bps with a 1.25% Libor floor, and has 101 repricing protection for one year.

Credit Suisse Securities (USA) LLC is leading the deal.

Proceeds will be used to reprice and extend an existing $394 million first-lien term loan due June 2019 that is priced at Libor plus 450 bps with a 1.25% Libor floor, and to refinance a second-lien term loan.

AmWINS is a Charlotte, N.C.-based specialty insurance broker.

JBS revises loan

JBS USA set pricing on its roughly $468 million term loan B due May 2018 at Libor plus 275 bps, the high end of the Libor plus 250 bps to 275 bps talk, raised the Libor floor to 1% from 0.75% and extended the 101 soft call protection to one year from six months, according to a market source.

The par offer price on the term loan B was unchanged.

Lead bank, J.P. Morgan Securities LLC, was asking for recommitments by 5 p.m. ET on Friday.

Proceeds will be used to refinance an existing term loan B due May 2018.

JBS is a Greeley, Colo.-based processor of beef, pork and lamb.

Zuffa changes emerge

Zuffa lifted the coupon on its $450 million term loan B to Libor plus 350 bps from the Libor plus 300 bps area, added a step-down to Libor plus 325 bps at 3.5 times secured leverage and firmed the offer price at 991/2, the wide end of the 99½ to par talk, according to a market source.

Unchanged was the 1% Libor floor and 101 soft call protection for one year.

The company's $510 million credit facility also includes a $60 million revolver.

Recommitments were due at 2 p.m. ET on Friday, the source said. Allocations are expected during the week of Feb. 18.

Deutsche Bank Securities Inc., Goldman Sachs & Co., J.P. Morgan Securities LLC and BofA Merrill Lynch are leading the deal that will be used to refinance existing debt.

Zuffa is the Las Vegas-based company that owns the Ultimate Fighting Championship brand.

Acosta withdrawn

Acosta Sales & Marketing pulled its term loan B repricing proposal form market, according to a source.

The repricing was talked at Libor plus 300 bps with a step-down to Libor plus 275 bps at less than 3.5 times leverage and a 1% Libor floor, versus current pricing of Libor plus 350 bps with a 1.5% Libor floor.

Goldman Sachs & Co. was leading the repricing.

Acosta is a Jacksonville, Fla.-based full-service sales and marketing agency in the consumer packaged goods industry.

Serta pulled

Serta Simmons withdrew its repricing of its $1.31 billion senior secured term loan B due Oct. 1, 2019 that was talked at Libor plus 300 bps to 325 bps with a 1% Libor floor, a par offer price and 101 soft call protection for six months, according to a market source.

Current pricing on the term loan B is Libor plus 375 bps with a 1.25% Libor floor.

Morgan Stanley Senior Funding Inc., Deutsche Bank Securities Inc., UBS Securities LLC, Goldman Sachs & Co. and Barclays were leading the deal.

Serta Simmons is a mattress manufacturer.

Pro Mach launches

Also in the primary, Pro Mach held its call on Friday morning, launching a $70 million add-on senior secured term loan B due July 16, 2017 and an amendment to its credit facility that will allow for a dividend payment, adjust the net total leverage covenant levels and refresh the incremental basket, according to a market source.

Pricing on the add-on is Libor plus 375 bps with a 1.25% Libor floor, in line with existing term loan B pricing, and there is 101 soft call protection that expires on Oct. 15, 2013. The new debt is being offered at 99½ to par, the source said.

Proceeds from the add-on will be used to fund the one-time distribution to shareholders.

For the amendment, lenders are being offered a 15 bps consent fee.

Net senior secured and total leverage is 4.5 times.

Lead bank, Barclays, is asking for commitments by noon ET on Feb. 22.

Pro Mach is a Loveland, Ohio-based provider of packaging machinery services and related aftermarket products to clients in the food, beverage, household goods and pharmaceutical industries.

Veyance coming soon

Veyance set a bank meeting for 1 p.m. ET in New York on Tuesday to launch a $1.2 billion credit facility, according to a market source.

The facility consists of a $75 million revolver and a 1,125,000,000 first-lien covenant-light term loan due September 2017 that is talked with a 1.25% Libor floor, the source said, adding that spread and call protection on the term debt is not yet out.

Credit Suisse Securities (USA) LLC, Barclays, Deutsche Bank Securities Inc. and Goldman Sachs & Co. are leading the deal that will be used to refinance an existing first- and second-lien credit facility.

Commitments are due on March 1.

Veyance is a Fairlawn, Ohio-based manufacturer and seller of engineered rubber products, including conveyor belts, industrials hose and power transmission products.

iEnergizer plans loan

iEnergizer will hold a bank meeting on Wednesday to launch a $140 million six-year term loan that has 101 soft call protection for one year, according to a market source.

Jefferies Finance LLC is leading the deal.

Proceeds will be used to refinance third party loans that funded the purchase of Aptara in 2012.

Leverage is 3.8 times.

iEnergizer is a Guernsey-based business process outsourcing firm.

Merrill joins calendar

Merrill Communications scheduled to hold a bank meeting for 2:30 p.m. ET on Tuesday to launch a $420 million five-year credit facility that consists of a $30 million super-priority revolver and a $390 million first-lien term loan with a 1.25% Libor floor, according to a market source.

Credit Suisse Securities (USA) LLC and Imperial Capital are the joint bookrunners on the deal, which will be used to refinance existing debt.

Commitments are due on March 1, the source added.

Merrill is a St. Paul, Minn.-based provider of technology-enabled services for the financial, legal, health care, real estate and other corporate markets.

TNS closes

TNS Inc.'s buyout by Siris Capital Group for $21 per share in cash has been completed, according to a news release. For the transaction, TNS got a new $690 million senior secured credit facility consisting of a $50 million revolver (B1/BB-), a $540 million covenant-light first-lien term loan (B1/BB-) and a $100 million covenant-light second-lien term loan (Caa1/B).

Pricing on the first-lien term loan is Libor plus 400 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.

The second-lien term loan is priced at Libor plus 800 bps with a 1% Libor floor, and was sold at 981/2. There is call protection of 102 in year one and 101 in year two.

During syndication, the first-lien term loan was flexed from Libor plus 425 bps, the second-lien loan was flexed from Libor plus 825 bps, the floor on both tranches was cut from 1.25% and the discount on the second-lien was revised from 98.

SunTrust Robinson Humphrey Inc. and Macquarie Capital (USA) Inc. were the joint lead arrangers on the deal and bookrunners with Fifth Third Bank and KeyBanc Capital Markets LLC.

TNS is a Reston, Va.-based provider of data communications and interoperability services.

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