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Published on 1/24/2014 in the Prospect News Bank Loan Daily.

Verint, W.R. Grace, Mitel, First Data, Connolly, Viskase, Endeavour break; DAE shutting early

By Sara Rosenberg

New York, Jan. 24 - Verint Systems Inc.'s term loan emerged in the secondary market on Friday with levels seen above par, and W.R. Grace & Co., Mitel Networks Corp., First Data Corp., Connolly Holdings Inc., Viskase Cos. Inc. and Endeavour International Holding began trading, too.

Over in the primary, DAE Aviation Holdings Inc. moved up the commitment deadline on its loan deal, National Mentor Holdings Inc. upsized its credit facility, reduced pricing and tightened the discount on the B loan tranche, and Ascend Learning trimmed the spread and offer price on its term loan.

Furthermore, Delta Air Lines Inc. (Delta Air Lines Pacific Routes) and SunSource (STS Operating Inc.) released talk with launch, and Ocwen Financial Corp., Consolidated Aerospace Manufacturing LLC and Ardagh Group joined the near-term calendar.

Verint tops par

Verint Systems' $945 million covenant-light term loan (B1/BB-) due Sept. 6, 2019 started trading on Friday, with levels quoted at par 1/8 bid, par 5/8 offered, according to a trader.

Pricing on the term loan is Libor plus 275 basis points with a 0.75% Libor floor and it includes 101 soft call protection through Sept. 7, 2014. Of the total term loan amount, $300 million is a tack-on that was issued at 99¾ and $645 million is for a repricing that was issued at par. The repriced loan only has a ticking fee of the full spread starting on Feb. 3.

During syndication, pricing on the tack-on loan was revised from Libor plus 300 bps with a 25 bps step-down at Ba3/BB- ratings and a 1% Libor floor (which was in line with the existing term loan), the repricing of the existing debt was added, and the call protection on the entire loan was extended from March 6.

Verint buying KANA

Proceeds from Verint's tack-on loan, about $100 million in cash on hand and a revolver draw will be used to fund the roughly $514 million acquisition of KANA Software Inc. from Accel-KKR.

Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc. are leading the deal.

Closing is expected in the fiscal quarter ended April 30, subject to the expiration of applicable regulatory waiting periods and the satisfaction or waiver of other customary conditions.

Verint is a Melville, N.Y.-based provider of actionable intelligence and value-added services. KANA is a Silicon Valley, Calif.-based provider of customer service applications delivered both on-premises and in the cloud.

W.R. Grace starts trading

W.R. Grace's credit facility freed up as well, with the U.S. term loan debt quoted by one trader at par ¼ bid, 101 offered and by a second trader at par 5/8 bid, 101 1/8 offered.

Pricing on the U.S. term loan, split between a $700 million funded tranche and a $250 million delayed-draw tranche, is Libor plus 225 bps with a 0.75% Libor floor and it was sold at a discount of 99 3/4. There is a 100 bps ticking fee on the delayed-draw loan.

The company is also getting a $200 million euro equivalent seven-year term loan priced at Euribor plus 250 bps with a 0.75% floor and sold at 993/4.

During syndication, pricing on the U.S. term loans was lowered from Libor plus 250 bps, pricing on the euro term loan was cut from Euribor plus 275 bps, the offer price on all term tranches was tightened from 991/2, and all of the term loans saw the addition of a 25 bps step-down in pricing that can occur in December if leverage requisites are met.

W.R. Grace getting revolver

In addition to the term loans, W.R. Grace's $1.55 billion credit facility (Ba2/BBB-) includes a $400 million five-year revolver.

Goldman Sachs Bank USA, Deutsche Bank Securities Inc., Bank of America Merrill Lynch and HSBC Securities (USA) Inc. are leading the deal that will be used to help fund the company's emergence from Chapter 11 bankruptcy.

W.R. Grace is a Columbia, Md.-based specialty chemicals company.

Mitel frees up

Mitel Networks' credit facility also broke, with the $355 million six-year term loan quoted at par ½ bid, 101½ offered, a trader said.

Pricing on the term loan is Libor plus 425 bps with a 1% Libor floor and it was sold at a discount of 991/2. There is 101 soft call protection for six months.

During syndication, the spread on the term loan was reduced from talk of Libor plus 475 bps to 500 bps and the discount firmed at the tight end of the 99 to 99½ talk.

The company's $405 million senior secured deal (Ba3/B+) also includes a $50 million five-year revolver.

Mitel lead banks

Jefferies Finance LLC and TD Securities (USA) LLC are leading Mitel's credit facility that will be used to help fund the acquisition of Aastra Technologies Ltd. for $6.52 in cash plus 3.6 Mitel common shares per each Aastra common share and to refinance an existing credit facility.

Closing is targeted for this quarter, subject to Aastra shareholder approval, court approval, compliance with the Investment Canada Act and other customary conditions.

Mitel is a Kanata, Ont.-based provider of cloud- and premises-based unified communications software services. Aastra is a Concord, Ont.-based enterprise communications company.

First Data trades

First Data's repriced and extended term loans freed to trade, with the roughly $1.42 billion repriced term loan due March 2017 quoted at par bid, par ½ offered and the roughly $1.01 billion extended term loan due March 2021 quoted at par 1/8 bid, par 5/8 offered, according to a trader.

The repriced loan came at Libor plus 350 bps, the wide end of the Libor plus 325 bps to 350 bps talk. There is no Libor floor and the debt was issued at par.

The extended loan, which moved the maturity from March 2017, is priced at Libor plus 400 bps with no Libor floor, in line with where the debt was priced prior to the extension.

Credit Suisse Securities (USA) LLC and KKR Capital Markets are leading the deal.

First Data is a Greenwood Village, Colo.-based provider of electronic commerce and payment services.

Connolly breaks

Another deal to hit the secondary market was Connolly Holdings, with its $320 million seven-year term loan B quoted at par 3/8 bid, par 7/8 offered, a trader said.

Pricing on the B loan is Libor plus 400 bps with a 1% Libor floor and it was sold at an original issue discount of 991/2. There is 101 soft call protection for six months.

Recently, pricing on the term B was cut from Libor plus 425 bps and the discount was changed from 99.

The company's $350 million credit facility (B2/B) also includes a $30 million five-year revolver.

RBC Capital Markets LLC, Bank of America Merrill Lynch and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to refinance existing bank debt.

Leverage is 3 times all senior.

Connolly is an Atlanta-based provider of technology-enabled recovery audit services.

Viskase levels surface

Viskase's $275 million seven-year covenant-light term loan B (B2/B) broke too, with levels quoted at par bid, par ¾ offered, a source said.

Pricing on the loan is Libor plus 325 bps with a 1% Libor floor and it was sold at 993/4, after tightening from 991/2. There is 101 soft call protection for six months.

UBS Securities LLC is leading the deal that will be used to refinance existing debt.

Viskase is a Darien, Ill.-based producer and seller of cellulosic, fibrous and plastic casings for the processed meat and poultry industry.

Endeavour hits secondary

Endeavour's $255 million of senior secured term loans due Nov. 30, 2017 freed up, with levels seen at 99¾ bid, par ½ offered, a source remarked.

Pricing on the loans is Libor plus 700 bps with a 1.25% Libor floor and they were sold at an original issue discount of 981/2.

The debt, which was sold as a strip and includes a $125 million term loan that is collateral for letters of credit and a $130 million term loan that is a procurement facility, is non-callable for one year, then at par, except for $98 million of the procurement facility, which can be called at par for six months.

During syndication, pricing on the term loans was reduced from revised talk of Libor plus 750 bps, but still came wide of initial talk of Libor plus 600 bps.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to refinance existing debt and for general corporate purposes.

Endeavour International is a Houston-based oil and gas exploration and production company.

DAE revises deadline

Moving to the primary, DAE Aviation accelerated the commitment deadline on its $300 million 51/2-year second-lien term loan (Caa2/CCC) and repricing of its roughly $540 million first-lien term loan (B2/B) due Nov. 2, 2018 to noon ET on Tuesday from Feb. 4, according to a market source.

As before, the second-lien term loan is talked at Libor plus 750 bps with a 1% Libor floor, an original issue discount of 98½ to 99, and hard call protection of 103 in year one, 102 in year two and 101 in year three.

And, the first-lien term loan repricing is talked at Libor plus 425 bps to 450 bps with a 1% Libor floor, a discount of 99½ and 101 soft call protection for six months.

Barclays, Bank of America Merrill Lynch and Goldman Sachs Bank USA are leading the deal.

The second-lien term loan will be used to refinance the company's existing 2015 senior notes, and the repricing will take the first-lien term loan down from Libor plus 500 bps with a 1.25% Libor floor.

DAE is an aircraft MRO provider.

National Mentor reworked

National Mentor raised its seven-year covenant-light term loan B to $600 million from $560 million, cut the spread to Libor plus 375 bps from Libor plus 400 bps and moved the original issue discount to 99¾ from talk of 99 to 991/2, according to a market source.

Also, pricing on the $100 million five-year revolver was reduced to Libor plus 375 bps from Libor plus 400 bps, the source said.

As before, the term loan B still has a 1% Libor floor and 101 soft call protection for six months, and the revolver has no Libor floor and a 50 bps upfront fee.

The credit facility has a 50 bps step-down subject to completion of an initial public offering and a consolidated leverage ratio of 5 times, the source continued.

National Mentor shuts books

Recommitments for National Mentor's revised credit facility were due at 5 p.m. ET on Friday, the source added.

Barclays, Goldman Sachs Bank USA, Jefferies Finance LLC and UBS Securities LLC are leading the now $700 million senior secured credit facility (B1/B) that will be used to repay all amounts under the company's existing senior secured credit facility.

Additionally, because of the extra funds raised through the term loan upsizing, the company will redeem up to $38 million of its outstanding $250 million 12.5% senior unsecured notes.

National Mentor is a Boston-based provider of home and community-based health and human services.

Ascend Learning sets changes

Ascend Learning trimmed pricing on its $405 million 51/2-year term loan to Libor plus 500 bps from Libor plus 550 bps and moved the original issue discount to 99½ from 99, while keeping the 1% Libor floor and 101 soft call protection for one year intact, according to a market source.

The company's $445 million credit facility (B3/B) also includes a $40 million five-year revolver.

Bank of America Merrill Lynch and GE Capital Markets are leading the deal that will be used to refinance existing debt.

Burlington, Mass., and Leawood, Kan.-based Ascend Learning provider of technology-based learning services focused on student training and testing results in health care and other vocational fields.

Delta Pacific Routes launches

Also in the primary, Delta Air Lines Pacific Routes launched on Friday (with no call) a repricing of its $1,089,000,000 term loan B-1 due Oct. 18, 2018 from Libor plus 300 bps with a 1% Libor floor and its $396 million term loan B-2 due April 18, 2016 from Libor plus 225 bps with a 1% Libor floor, according to a market source.

The term loan B-1 repricing is talked at Libor plus 275 bps with a step-down to Libor plus 250 bps if corporate ratings are Ba3/BB-, a 0.75% Libor floor, a par offer price and 101 soft call protection for six months, and the term loan B-2 is talked at Libor plus 225 bps with no Libor floor and a par offer price, the source said.

Barclays, Bank of America Merrill Lynch, BNP Paribas Securities Corp., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Goldman Sachs Bank USA, J.P. Morgan Securities LLC, Morgan Stanley Senior Funding Inc. and UBS Securities LLC are leading the $1,485,000,000 senior secured deal, for which commitments are due at 5 p.m. ET on Jan. 31.

The Atlanta-based air transportation and air freight provider has senior secured leverage of 2.3 times, total leverage is 2.3 times and net total leverage is 1.7 times.

SunSource reveals guidance

SunSource came out with talk of Libor plus 375 bps to 400 bps with a 1% Libor floor, an original issue discount of 99½ and 101 soft call protection for six months on its $255 million seven-year first-lien term loan that launched with a bank meeting in the morning, a market source said.

The company's $280 million senior secured credit facility (B2/B) also includes a $25 million five-year revolver.

Commitments are due on Feb. 7, the source added.

Barclays and Jefferies Finance LLC are leading the deal that will be used to refinance existing debt and fund a one-time dividend.

Senior secured and total leverage is 4.4 times.

SunSource is a fluid power and motion control technologies provider.

Ocwen readies loans

Ocwen Financial scheduled a call for Tuesday to launch $2.2 billion in seven-year term loans, comprised of a $1.5 billion funded tranche and a $700 million delayed-draw tranche, according to a market source.

Wells Fargo Securities LLC, Barclays and Bank of America Merrill Lynch are leading the deal.

Proceeds will be used to refinance existing debt and fund the purchase from Wells Fargo Bank of residential mortgage servicing rights on a portfolio consisting of about 184,000 loans with a total principal balance of $39 billion.

Ocwen is an Atlanta-based financial services holding company that is engaged in the servicing and origination of mortgage loans.

Consolidated Aerospace on deck

Consolidated Aerospace Manufacturing set a bank meeting for Wednesday to launch a $250 million senior secured credit facility, according to a market source.

The facility consists of a $25 million five-year revolver and a $225 million six-year term loan, the source said.

RBS Citizens is leading the deal that will be used to fund an acquisition.

Consolidated Aerospace is a manufacturer of fittings, hardware and fastening products for the aircraft and aerospace industries.

Ardagh plans loan

Ardagh Group intends to hold a call at 10:30 a.m. ET on Monday to launch a new loan to prospective lenders, according to a market source.

Citigroup Global Markets Inc. is leading the deal for the Dublin-based supplier of glass and metal packaging.

Jazz closes

In other news, Jazz Pharmaceuticals Inc. closed on its $904.4 million term loan due June 12, 2018 and $225 million incremental revolver due June 12, 2017, according to an 8-K filed with the Securities and Exchange Commission.

Pricing on the term loan is Libor plus 250 bps with a 0.75% Libor floor and there is 101 soft call protection for six months. Of the total amount, $350 million is incremental that was sold at a discount of 99½ and $554.4 million is existing that was repriced from Libor plus 275 bps with a 0.75% floor and was sold at par.

The incremental revolver is priced at Libor plus 250 bps with no Libor floor and was issued with an upfront fee of 30 bps for a $20 million commitment and 20 bps for a commitment less than $20 million.

During syndication, the incremental term loan was downsized from $400 million as the incremental revolver was upsized from $175 million, pricing was cut from Libor plus 275 bps, and the repricing component was added.

Jazz buying Gentium

Proceeds from Jazz Pharmaceuticals' incremental bank debt, along with cash on hand, were used to fund the acquisition of Gentium SpA for $57.00 per share in a transaction that is valued at about $1 billion.

Barclays, J.P. Morgan Securities LLC, Bank of America Merrill Lynch, Citigroup Global Markets Inc. and Morgan Stanley Senior Funding Inc. led the $1,129,400,000 deal (Ba3/BB+).

Jazz is a Dublin, Ireland-based specialty biopharmaceutical company that identifies, develops and commercializes products that address unmet medical needs. Gentium is a Como, Italy-based biopharmaceutical company focused on the development and manufacturing of therapies to treat and prevent a variety of rare diseases and conditions.


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