e-Rewards, Duff & Phelps, Metaldyne break; Bennu Oil & Gas, Amneal, AmWINS revise deals

By Sara Rosenberg

New York, Oct. 28 - e-Rewards Inc.'s term loan B made its way into the secondary market on Monday with levels seen around its original issue discount price, and Duff & Phelps Corp. and Metaldyne LLC started trading as well.

Moving to the primary, Bennu Oil & Gas LLC tightened the coupon and original issue discount on its second-lien term loan, Amneal Pharmaceuticals LLC raised the spread on its term loan B, and AmWINS Group LLC revised the offer price on its tack-on loan.

Also, Wilsonart LLC released original issue discount guidance on its add-on term loan that was presented to investors during the session, and Tribune Co., Crosby Worldwide Ltd., Arby's (ARG IH Corp.), Northeast Wind Capital II LLC and Atlantic Aviation FBO Inc. joined this week's calendar.

e-Rewards frees up

e-Rewards $190 million five-year term loan B (B2/B) began trading on Monday, with levels quoted at 98 bid, 99 offered, a trader said.

Pricing on the B loan is Libor plus 500 basis points with a 1% Libor floor and it was sold at a discount of 98. There is 101 soft call protection for six months and amortization of 2.5% in year one, 5% in years two and three, 10% in year four and 15% in year five.

During syndication, the term B was downsized from $275 million, pricing was increased from talk of Libor plus 375 bps to 400 bps, the discount widened from talk of 99 to 991/2, the maturity was shortened from seven years and amortization was increased from 1% per annum.

Morgan Stanley Senior Funding Inc., BBVA, J.P. Morgan Securities LLC and SunTrust Robinson Humphrey Inc. are leading the deal that is being used to fund a distribution to shareholders and refinance existing debt.

e-Rewards is a Plano, Texas-based permission-based digital data collection and reporting company.

Duff & Phelps tops OID

Duff & Phelps' $135 million first-lien covenant-light tack-on term loan (B2) due April 2020 broke too, with levels seen at par bid, par ½ offered, according to a market source.

Pricing on the tack-on term loan is Libor plus 350 bps with a 1% Libor floor, in line with the existing first-lien term loan, and it was sold at a discount of 991/2, after being changed last week from 991/4. There is 101 soft call protection for six months.

Credit Suisse Securities (USA) LLC, Barclays, Goldman Sachs Bank USA and RBC Capital Markets are leading the deal that will be used to repurchase a portion of the company's tax receivable agreement and to fund a dividend to shareholders.

The company also sought an amendment to its existing credit facility to refresh the incremental capacity, allow for the dividend payment, reset the 101 soft call protection for six months on the existing first-lien term loan and delay the excess cash flow sweep until 2014.

Lenders were offered a 10 bps amendment fee.

Duff & Phelps is a New York-based financial advisory and investment banking firm.

Metaldyne breaks

Metaldyne's $125 million add-on term loan B (B+) due Dec. 31, 2018 also emerged in the secondary market, with levels quoted at par 3/8 bid, par 7/8 offered, a trader said.

Pricing on the add-on is Libor plus 375 bps with a 1.25% Libor floor, which matches existing term loan B pricing, and it was sold at par. There is 101 soft call protection through February 2014.

Last week, the add-on loan was upsized from $100 million and the offer price was tightened from 991/2.

Bank of America Merrill Lynch, Deutsche Bank Securities Inc., RBC Capital Markets and Barclays are leading the deal that will be used to fund a dividend.

Metaldyne is a Plymouth, Mich.-based designer and supplier of metal-formed components and assemblies for powertrain applications.

Bennu trims pricing

Over in the primary, Bennu Oil & Gas reduced the coupon on its $350 million five-year second-lien term loan to Libor plus 900 bps from Libor plus 1,000 bps and modified the original issue discount to 99 from 97, according to a market source.

As before, the loan has a 1.25% Libor floor and call protection of par for six months, then non-callable for one year, 102 for a year and 101 for a year.

Credit Suisse Securities (USA) LLC is leading the deal that is expected to allocate on Tuesday.

Proceeds will be used to fund the company's exit from bankruptcy and for general corporate purposes.

Bennu is an oil and gas exploration and production company in the Gulf of Mexico.

Amneal flexes up

Amneal Pharmaceuticals lifted pricing on its $415 million six-year term loan B (B2/B) to Libor plus 475 bps from talk of Libor plus 400 bps to 425 bps, while keeping the 1% Libor floor, original issue discount of 99 and 101 soft call protection for six months intact, a market source said.

Earlier in syndication, the size of the term loan B was reduced from $475 million and the incremental allowance under the tranche was revised to $55 million plus unlimited up to 3.75 times net senior leverage from $90 million plus unlimited up to 4.5 times net senior leverage.

The company's $475 million senior secured credit facility also includes a $60 million five-year ABL revolver.

Upon the term B downsizing, the revolver was cut from $90 million and its incremental allowance was lowered to the lessor of $30 million from the lessor of $60 million, or ABL up to 1 times EBITDA.

Recommitments are due on Tuesday and allocations are expected to go out on Thursday.

GE Capital Markets and RBS Securities Inc. are leading the deal that will be used by the Bridgewater, N.J.-based manufacturer of generic pharmaceuticals to refinance debt and fund a dividend.

Senior leverage is 3.8 times and total leverage is 4 times.

AmWINS tightens OID

AmWINS modified the original issue discount on its $175 million first-lien covenant-light tack-on term loan due September 2019 to 99¾ from 991/2, according to a market source.

Pricing on the tack-on loan is still Libor plus 375 bps with a 1.25% Libor floor, in line with the existing first-lien term loan, and there is still 101 soft call protection for six months, which will apply to the entire first-lien tranche.

Recommitments were due on Tuesday, the source remarked.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to fund an acquisition and refinance holdco PIK notes.

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

Wilsonart discount talk

In more primary news, Wilsonart hosted its call on Monday afternoon, launching its $160 million add-on term loan due October 2019 with original issue discount talk of 97½ to 98, according to sources.

Pricing on the add-on is Libor plus 300 bps with a 1% Libor floor, which matches existing term loan pricing, sources said.

Deutsche Bank Securities Inc., Barclays, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc. and UBS Securities LLC are leading the deal that will be used to fund the acquisition of Durcon Inc., a Taylor, Texas-based manufacturer of laboratory-grade work surfaces.

Closing is expected in the fourth quarter.

Wilsonart is a Temple, Texas-based manufacturer and distributor of high-pressure laminates and other engineered surfaces used in furniture, office and retail space, countertops, worktops and other applications.

Tribune coming soon

Tribune Co. set a bank meeting for Thursday to launch its previously announced $4.1 billion senior secured credit facility that will be used with cash on hand to fund the $2,725,000,000 purchase of Local TV Holdings LLC from Oak Hill Capital Partners and refinance existing debt, according to market sources.

The facility consists of a $300 million five-year revolver and a $3.8 billion seven-year term loan B, sources said.

J.P. Morgan Securities LLC, Bank of America Merrill Lynch, Citigroup Global Markets Inc., Deutsche Bank Securities Inc. and Credit Suisse Securities (USA) LLC are leading the deal.

Leverage will be below 3 times net of cash on the balance sheet, the company said upon announcing the transaction this summer.

Closing is anticipated to occur by the end of the year, subject to antitrust and Federal Communications Commission approvals and other customary conditions.

Tribune is a Chicago-based multimedia company. Local TV is a Newport, Ky.-based owner and operator of television stations.

Crosby readies deal

Crosby Worldwide will hold a bank meeting at 10:30 a.m. ET in New York on Thursday to launch a $715 million senior secured credit facility that consists of a $65 million revolver, a $530 million first-lien term loan and a $120 million second-lien term loan, according to a market source.

Morgan Stanley Senior Funding Inc. and UBS Securities LLC are the joint bookrunners on the deal and joint lead arrangers with KKR Capital Markets, Deutsche Bank Securities Inc., Mizuho Securities USA Inc. and HSBC Securities (USA) Inc.

Proceeds will be used to fund the buyout of the Crosby Group and Acco Material Handling Solutions by KKR from Melrose Industries plc for about $1 billion.

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

Crosby is a Tulsa, Okla.-based provider of highly engineered solutions for lifting and rigging applications. Acco is a York, Pa.-based provider of custom-built specialty material handling equipment, including hoists, industrial cranes, monorails, carts and trailers.

Arby's on deck

Arby's emerged with plans to hold a bank meeting at 10 a.m. ET in New York on Wednesday to launch a $370 million credit facility, according to market sources.

The facility consists of a $35 million five-year revolver, and a $335 million seven-year first-lien term loan that has 101 soft call protection for one year, sources said, adding that price talk is not yet available.

Commitments are due on Nov. 13.

Credit Suisse Securities (USA) LLC and Wells Fargo Securities LLC are leading the deal that will be used to fund a dividend to shareholders.

Arby's is an Atlanta-based quick-service sandwich chain.

Northeast Wind returning

Northeast Wind Capital scheduled a call for 11 a.m. ET on Wednesday to launch a $315 million senior secured term loan B, according to a market source.

Morgan Stanley Senior Funding Inc., Goldman Sachs Bank USA, BNP Paribas Securities Corp., KeyBanc Capital Markets LLC, Union Bank, CIT Group and ICBC are leading the deal that will be used to refinance debt.

This is the relaunch of the company's loan that came to market in July but was pulled in August, the source said.

The July deal was a $325 million seven-year senior secured term loan B talked at Libor plus 425 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for one year.

Northeast Wind Capital, the owner of a portfolio of wind projects, is a joint venture between First Wind Holdings and Emera Inc. First Wind owns 51% of the portfolio and Emera owns the remaining 49%.

Atlantic Aviation plans call

Atlantic Aviation set a call for 11:30 a.m. ET on Tuesday to launch a $50 million incremental term loan B, according to a market source.

The company's existing term loan B due June 1, 2020 is priced at Libor plus 250 basis points with a 0.75% Libor floor and has 101 soft call protection until May 31, 2014, the source said.

Barclays is leading the deal.

Atlantic Aviation is a New York-based owner, operator and investor in a diversified group of infrastructure businesses.

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