CiCi's, Polypore set talk; Exide, Caritor, J.L. French tweak deals; Champion Window, Riverdeep break

By Sara Rosenberg

New York, May 10 - CiCi's Enterprises LLC came out with price talk on its credit facility as the deal was launched to investors on Thursday, and Polypore Inc. price talk started circulating around the market as it's getting ready for its Tuesday bank meeting.

In other primary happenings, Exide Technologies Inc. lowered pricing on its dollar-denominated term loan debt and added a step down to all term loan tranches, Caritor Inc. upped its institutional loan pricing and added a leverage covenant, and J.L. French Automotive Castings, Inc. flexed pricing higher, while adding an original issue discount and hard call protection.

Moving to the secondary market, Champion Window Manufacturing Inc.'s credit facility freed for trading with levels on the first-lien term loan B quoted atop par and levels on the second-lien term loan wrapping around par. Also freeing up was Houghton Mifflin Riverdeep Group plc's term loan add-on, with levels quoted in the high par to 101 type context.

CiCi's held a bank meeting in New York on Thursday at 10 a.m. ET at the Palace to kick off syndication on its proposed $172.5 million credit facility, and in connection with the launch, price talk on the transaction was announced, according to a market source.

The $15 million five-year revolver and the $117.5 million six-year term loan B were both presented with talk of Libor plus 225 basis points, and the $40 million second-lien term loan was presented with talk of Libor plus 525 bps, the source said.

The second-lien term loan carries call protection of 102 in year one and 101 in year two, the source added.

Wachovia and Wells Fargo are the lead banks on the deal.

Proceeds from the facility, along with $89.2 million in equity, will be used to fund the acquisition of the company by Oncap Management Partners.

Based on last-12-month EBITDA, leverage through the first lien is 4.29 times and leverage through the second lien is 5.75 times.

Covenants will include maximum total debt and minimum interest coverage.

CiCi's is a Coppell, Texas, operator and franchisor of CiCi's Pizza restaurants.

Polypore guidance emerges

Also on the price talk front, guidance on Polypore's proposed $470 million senior credit facility (Ba3) began to make its way around as the deal is gearing up for its launch into syndication with a bank meeting this coming Tuesday, according to an informed source.

Both the $100 million six-year revolver and the $370 million seven-year term loan are being talked at Libor plus 225 bps, the source said.

JPMorgan is the bookrunner on the deal.

Proceeds will be used to refinance existing bank debt that includes $369 million of outstanding term loans and a $90 million revolver.

Polypore is a Charlotte, N.C., high technology filtration company specializing in microporous membranes.

Exide trims U.S. spreads, adds step

Also in the primary, Exide Technologies reverse flexed pricing on its dollar-denominated term loans and added a ratings-based step down to all term loan tranches, according to a market source.

With the changes, the $130 million five-year secured U.S. borrower term loan (B1/B) and the $63.5 million five-year secured European borrower term loan (B1/B), which was syndicated in U.S. dollars to U.S. investors, are now both priced at Libor plus 325 bps, down from original talk at launch of Libor plus 350 bps, the source said.

Furthermore, both of these dollar-denominated term loans now have the ability to see pricing step down to Libor plus 300 bps when corporate credit ratings are upgraded to B3/B- with a stable outlook, the source continued.

Meanwhile, pricing on the company's €75 million five-year secured term loan (B1/B), which was syndicated in euros to European investors, was left unchanged at Euribor plus 350 bps; however, a step down was added under which the spread can drop to Euribor plus 325 bps when corporate credit ratings are upgraded to B3/B- with a stable outlook, the source added.

Exide's $495 million credit facility also includes a $200 million asset-based revolver (B1) that is priced at Libor plus 175 bps with a 37.5 bps commitment fee.

Deutsche Bank, Credit Suisse and Wachovia are the lead banks on the deal, which will be used to refinance the company's existing senior credit facility.

Exide is an Alpharetta, Ga., manufacturer and supplier of lead acid batteries used in transportation, motive power, network power and military applications.

Caritor ups pricing, adds covenant

Caritor flexed pricing higher on its $600 million term loan and $40 million synthetic letter-of-credit facility and added a leverage covenant of 4.25 times to the two tranches that previously carried no financial covenants, according to an informed source.

The term loan and synthetic letter-of-credit facility are now priced at Libor plus 225 bps, up from original talk at launch of Libor plus 200 bps, the source said.

Pricing on the company's $50 million revolver was left unchanged at Libor plus 200 bps, the source added.

Citigroup, UBS and Bank of America are the lead banks on the $690 million senior secured credit facility (B1/BB-), with Citi the left lead.

Proceeds will be used to help fund the acquisition of Keane Inc. for about $854 million in cash. Keane's common stock holders will receive $14.30 per share.

Other financing will come from a $350 million equity commitment.

Following completion of the transaction, it is expected that the combined company will operate under the Keane name and maintain Keane's headquarters in Boston.

Caritor is a San Ramon, Calif., provider of IT services. Keane is a business process and IT services firm.

J.L. French reworks term loan

J.L. French Automotive Castings made a number of changes to its $145 million first-lien term loan B, including raising pricing for a second time, adding an original issue discount of 99 and adding 101 hard call protection for one year, according to a market source.

The new pricing on the term loan is Libor plus 450 bps, up from recently revised price talk that was in the Libor plus 400 bps context and from original guidance at launch of Libor plus 325 bps to 350 bps.

The $195 million credit facility also includes a $50 million revolver.

Goldman Sachs is the lead bank on the deal, which will be used to refinance the company's existing first-lien bank debt.

The company's current second-lien term loan will remain in place as is.

J.L. French is a Sheboygan, Wis., supplier of high-pressure die-cast aluminum automotive components and assemblies.

White Birch shifts funds

White Birch Paper Co. revised its credit facility structure again, this time moving some funds out of its second-lien term loan and into its first-lien term loan, and increasing pricing on the second-lien tranche, according to a syndicate document.

The 71/2-year second-lien term loan (Caa1/B) is now sized at $100 million, down from $125 million, and pricing was flexed up to Libor plus 480 bps from Libor plus 440 bps, the document said.

On the flip side, the seven-year first-lien term loan B (B1/B+) is now sized at $450 million, up from $425 million, with pricing remaining at Libor plus 275 bps.

Earlier on in the syndication process, pricing on the first-lien term loan B had been flexed up from Libor plus 250 bps, and the tranche was downsized from $550 million when the second-lien term loan was added to the capital structure.

Credit Suisse is the lead arranger on the deal, which will be used to refinance the company's senior secured first-lien term loan and senior secured second-lien term loan.

White Birch is a Toronto-based newsprint company.

CoCreate ups second-lien size, spread

CoCreate Software Inc. upsized its seven-year second-lien term loan to $67 million from $60 million and increased pricing on the tranche to Libor plus 725 bps from most recent talk of Libor plus 700 bps and original talk at launch of Libor plus 600 bps, according to a syndicate document.

The now $200 million (up from $193 million) credit facility also includes an $8 million five-year revolver and a $125 million six-year first-lien term loan B, with both of these tranches priced at Libor plus 300 bps.

Earlier in syndication, pricing on the revolver and first-lien term loan B was flexed up from original talk at launch of Libor plus 250 bps.

The revolver has a 50 bps commitment fee.

Credit Suisse is the lead arranger on the deal, which will be used for a recapitalization.

CoCreate Software is a Fort Collins, Colo., marketer of design, drafting and collaborative software for creating mechanical products.

Champion frees to trade

Meanwhile, in the secondary market, Champion Window Manufacturing's credit facility allocated and broke for trading with the $240 million first-lien term loan B quoted at par 3/8 bid, par 5/8 offered, according to a trader.

The company's $90 million second-lien term loan was quoted at 99½ bid, par ½ offered, the trader added.

The first-lien term loan B is priced at Libor plus 250 bps, and the second-lien term loan is priced at Libor plus 525 bps.

During syndication, the first-lien term loan B was upsized from $230 million and pricing was flexed up from original talk of Libor plus 225 bps, and the second-lien term loan was downsized from $100 million.

The company's $350 million credit facility also includes a $20 million revolver.

Bank of America is the lead bank on the deal.

Champion is a Cincinnati-based manufacturer of custom-built, vinyl-framed replacement windows and doors.

Riverdeep breaks

Houghton Mifflin Riverdeep Group's $500 million term loan B add-on (B1/B-) was another deal to free for trading on Thursday, with levels quoted at par 5/8 bid, 101 offered, according to a trader.

The term loan B add-on is priced at Libor plus 275 bps, in line with existing term loan B pricing.

During syndication, the add-on was upsized from $350 million.

Credit Suisse and Citigroup are the lead banks on the deal that will be used to repay some of the company's bridge financing.

Riverdeep is a Dublin, Ireland, provider of educational products.

Swift closes

The buyout of Swift Transportation Co. Inc. by Jerry Moyes, the company's largest shareholder, a current director and former chairman of the board and chief executive officer, was completed through an all-cash transaction valued at $2.6 billion, including the assumption of about $332 million of net debt, according to a news release.

To help fund the transaction, Swift got a new $2.17 billion senior secured credit facility (B1/B+) consisting of a $1.72 billion seven-year term loan B, a $250 million five-year revolver and a $200 million letter-of-credit facility, with all three tranches priced at Libor plus 300 bps.

During syndication, pricing on the term loan B was flexed up from original talk at launch of Libor plus 250 bps to 275 bps, the revolver was downsized from $450 million and pricing was increased from original talk of Libor plus 250 bps to 275 bps, and the letter-of-credit facility was added to the capital structure.

Morgan Stanley, Wachovia and JPMorgan acted as the joint lead arrangers and joint bookrunners on the Phoenix truckload carrier's deal, with Morgan Stanley the left lead.

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