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Published on 9/19/2013 in the Prospect News Bank Loan Daily.

Jarden, Quikrete loans break; Dell adds €500 million term B; Miller Heiman flexes up pricing

By Paul A. Harris

Portland, Ore., Sept. 19 - Bank loans were firm on Thursday, according to a trader who added that cash loans are up an eighth point to a quarter point on the week, mainly due to declining Treasury yields and a benign outlook on the continuation of economic stimulus from the Federal Reserve Bank.

The LCDX20 index of bank loan credit default swaps ended the session at 104 3/8 bid, 104 7/8 offered, 1/8 point lower on the day.

In the primary market, bank loans from Jarden Corp. and Quikrete broke and traded higher.

Dell Inc. added a €500 million minimum term loan B to its acquisition financing.

And Miller Heiman flexed up pricing on its $233 million six-year term loan B.

Jarden breaks, trades higher

Jarden's combined $2,236,000,000 of term loans (Ba1/BBB-) priced and broke for trading on Thursday.

All tranches priced at 99.5, atop price talk that cut the discount from the initial talk of 99.

The $750 million Libor plus 275 basis points seven-year incremental term loan B-1 broke to par 1/8 bid, par 5/8 offered, five-by-five. The tranche has 101 soft call protection until March 2014 and amortizes at 1% annually.

The $640 million five-year term loan B broke to par bid, par ¾ offered, three-by-three. The term loan B has 101 soft call protection and 1% annual amortization.

The $250 million term loan A-1 due March 31, 2016 broke to par bid, par ¾% offered, three-by-three. The term loan A-1 has a 101 six-month soft call and amortizes at 1% annually.

The $596 million term loan A broke to par bid, par ¾ offered, three-by-three. The term loan A is callable at par.

Barclays, J.P. Morgan Securities LLC, SunTrust Robinson Humphrey Inc., Wells Fargo Securities LLC, Deutsche Bank Securities Inc. and Credit Suisse Securities (USA) LLC are the bookrunners on the deal.

Proceeds will be used to help fund the acquisition of Yankee Candle Investments LLC from Madison Dearborn Partners LLC for $1.75 billion in cash.

Other funds for the transaction will come from cash on hand and common equity.

Closing is expected early in the fourth quarter, subject to customary conditions and regulatory approvals.

Upon closing, Jarden would have pro forma net sales of about $7.7 billion and adjusted EBITDA of around $1 billion for the 12 months ended June 30.

Secured leverage is 3.1 times, and net total leverage is 3.6 times, excluding an accounts receivables securitization, the source added.

Quikrete deals trade up

Quikrete's $1.23 billion Libor plus 300 bps seven-year first-lien term B (B1/B+) priced at 99.5 and broke to par ½ bid, par ¾ offered.

Talk was Libor plus 300 bps, tightened from 325 bps. The discount was trimmed to 99.5 from 99.

Meanwhile, the $190 million Libor plus 600 bps 71/2-year second-lien term loan (B3/B-) priced at 99 and broke to 101¾ bid, 102½ offered.

Spread talk on the second-lien tranche had tightened to 600 bps from 700 bps. The discount was trimmed to 99 from 98.

The call protection on the second-lien term loan was shortened to 102 in year one and 101 in year two from 103 in year one, 102 in year two and 101 in year three.

Both term loans still have a 1% Libor floor, and the first-lien loan still has 101 soft call protection for six months.

The company's $1.62 billion credit facility also provides for a $200 million ABL revolver.

Wells Fargo Securities LLC is the lead bank on the deal.

Proceeds will be used to fund the acquisition of Custom Building Products Inc. from Kelso & Co.

Dell adds €500 million term B

Dell added a €500 million minimum term loan B to its acquisition financing on Thursday, market sources said.

The Libor spread is talked at 400 bps, 25 bps behind the spread of the previously announced dollar-denominated term loan B. Like the dollar tranche, the euro loan has a 1% Libor floor and is talked to price at 99.

As previously reported, Dell is marketing a $4 billion 61/2-year covenant-light term loan B (Ba2/BB+/BB+) and a $1.5 billion five-year covenant-light term loan C (Ba2/BB+/BB+).

The dollar-denominated term loan B is talked at Libor plus 375 bps with a 1% Libor floor and an original issue discount of 99, and the term loan C is talked at Libor plus 275 bps to 300 bps with a 1% Libor floor and a discount of 991/2, sources said.

Amortization on the term loan B is 1% per annum, while the term loan C amortizes at 10% per annum.

Commitments for the term loans are due Monday, sources added.

The company's senior secured credit facility also provides for a $2 billion asset-based revolver.

BofA Merrill Lynch, Barclays, Credit Suisse Securities (USA) LLC, RBC Capital Markets and UBS Securities LLC are the lead banks on the deal.

Proceeds will be used to help fund the buyout of the company by Michael Dell, founder, chairman and chief executive officer, and Silver Lake for $13.75 per share plus a special dividend at or before closing of $0.13 per share.

The addition of the euro-denominated term loan is expected to decrease the amount of high-yield notes Dell is selling. Earlier in the week, Dell announced a $3.25 billion two-part offering of secured notes.

Miller Heiman flexes up

Miller Heiman flexed up pricing on its $233 million six-year term loan B to Libor plus 525 bps from previous talk of 475 bps.

The 1% Libor floor remains in place, as does the discount talk of 99.

The 101 soft call protection is extended to one full year, increased from six months.

A 2.5% per annum amortization rate was also added to the deal, among changes announced on Thursday.

GE Capital Markets and BMO Capital Markets are the joint leads on the deal, with GE the left lead. BMO is also the syndication agent.

The facility has a $40 million five-year revolver.

Proceeds will be used to help fund the acquisition of IPI.

Other funds for the transaction will come from $65 million of subordinated PIK notes, the source added.

Sinclair sets lender call

Sinclair Television Group Inc.'s $1.25 billion of bank loans will be the subject of a Monday lender call, according to a market source.

The deal includes a $200 million add-on to the delayed-draw term loan A due April 2018, with pricing at Libor plus 225 bps and no Libor floor.

There is also a $1 billion add-on to the delayed-draw incremental term loan B due April 2020, with pricing at Libor plus 225 bps and a 0.75% Libor floor.

In addition, Sinclair will seek to obtain an additional $50 million of revolving line of credit capacity maturing April 2018.

JPMorgan is leading the deal.

Proceeds will be used for the acquisition of Perpetual Corp. and Charleston Television LLC from the Allbritton family and for general corporate purposes.

Closing is expected in the fourth quarter, subject to approval by the Federal Communications Commission and antitrust clearance.

To comply with FCC local television ownership rules, Sinclair expects to sell the licenses and certain related assets of its existing stations in Birmingham, Ala., and Charleston, S.C.

TMS sets meeting

TMS International Corp., also known as Tube City IMS Corp., plans to participate in a lender meeting on Monday to discuss its $400 million term loan B due October 2020, according to a market source.

The loan comes with a 375 bps spread to Libor and a 1% Libor floor.

The original issue discount remains to be determined, as do the credit ratings.

JPMorgan and Goldman Sachs Bank USA are the lead banks.

The $575 million senior secured credit facility also features $175 million asset-based revolver.

Proceeds, along with proceeds from the sale of $300 million of senior notes, will be used to help fund the buyout of TMS by some members of the Pritzker family.

Under the agreement, TMS is being acquired for $17.50 per share in a transaction valued at about $1 billion, including refinanced third-party debt.

Other funds for the buyout will come from $314 million of equity.

Closing is expected in the fourth quarter, subject to expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act and other customary conditions.

Onex Corp. and some of its affiliates, the holders of about 60% of the outstanding shares of TMS common stock, executed a written consent adopting and approving the agreement. No additional stockholder action is required.


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