Fresenius breaks; UPC, CDX, Bresnan, Trizec tweak deals; MultiPlan sets talk; Dana at lower spread

By Sara Rosenberg

New York, March 22 - Fresenius Medical Care AG's term loan B freed for trading early Wednesday, with levels quoted right around the mid-par type of context. Also in trading, General Motors Corp.'s revolver was stronger and active as news of a labor agreement hit the market.

In the primary, UPC Broadband Holding BV upsized its institutional loan deal again, and, this time around, pricing on the dollar-denominated debt was reverse flexed, and CDX Gas LLC made some changes to the sizes and pricing of various tranches contained in its new deal.

Bresnan Communications LLC and Trizec Properties Inc. also made some changes Wednesday, with Bresnan lowering pricing on its term loan B and second-lien term loan tranches, and Trizec lowering pricing on its interim loan.

Also, in the primary, MultiPlan Inc. came out with price talk on its credit facility as the deal was launched into syndication Wednesday, and Dana Corp. decided to launch its debtor-in-possession financing facility term loan at lower-than-previously outlined pricing.

Fresenius' $1.75 billion term loan B hit the secondary Wednesday with levels seen quoted at par 3/8 bid, par 5/8 offered on the break before moving up to par 5/8 bid, par ¾ offered where it closed the session, according to a market source.

The term loan B is priced with an interest rate of Libor plus 137.5 basis points. During syndication, the tranche was downsized from $2 billion and pricing was cut from original talk at launch of Libor plus 150 basis points to 175 basis points.

Fresenius' $4.6 billion credit facility also includes a $1 billion revolver priced at Libor plus 137.5 basis points and a $1.85 billion five-year term loan A priced at Libor plus 137.5 basis points. The term loan A was downsized from $2 billion during the term loan B syndication process.

The revolver and term loan A were actually syndicated in June of last year. Originally, the term loan A was sized at $1.5 billion, but during the 2005 syndication process, the company had shifted $500 million out of its not-yet-launched term loan B into its term loan A. In addition, during the pro rata syndication, pricing on both the revolver and the term loan A was reverse flexed from original price talk at launch of Libor plus 150 basis points.

Bank of America and Deutsche Bank are the lead banks on the credit facility, with Bank of America the left lead.

Proceeds from the credit facility will be used to finance the acquisition of Renal Care Group Inc. for about $3.5 billion, plus the assumption of about $500 million of Renal debt.

In addition to funding the acquisition, Fresenius will also use the new loan to replace its existing $1.2 billion credit agreement.

Fresenius' acquisition of Renal Care has been under regulatory scrutiny since 2005 as the Federal Trade Commission has been making requests for additional information on the transaction.

In 2006, however, Fresenius and Renal Care announced that they have agreed to sell about 100 dialysis clinics to National Renal Institutes Inc. in connection with the FTC's review of the merger.

The divestiture of the clinics was labeled by the companies as an important step toward concluding the FTC's review of the transaction.

The merger is now targeted for completion on or before March 31, subject to meeting all closing conditions including final approval by the FTC.

Fresenius is a Bad Homburg, Germany-based dialysis products and services provider. Renal Care is a Nashville, Tenn.-based dialysis service provider.

GM up as labor plan is reached

GM's revolver headed higher in active trading as a labor agreement was finally reached between the company, Delphi Corp. and the United Auto Workers union - relieving fears over a potential strike that could have shut down Delphi and eventually have brought GM assembly lines to a stop, according to a trader.

GM's revolver closed the day quoted at 84 bid, 84½ offered, up close to a point on the bid side from Tuesday's levels of 83¼ bid, 84¼ offered.

Under the new labor plan that was announced Wednesday morning, GM will reduce the number of U.S. hourly employees by offering a combination of early retirement incentives and other considerations.

GM has agreed to assume the financial obligations related to the lump sum payments to be made to eligible Delphi U.S. hourly employees accepting normal or voluntary retirement incentives and certain post-retirement employee benefit obligations related to Delphi employees who flow back to GM under the plan.

"When we announced the capacity rationalization and employment reduction plan late last year, we said we'd be working with UAW leadership to develop an accelerated attrition program that would help us achieve needed cost reductions as rapidly as possible, while at the same time responding to the needs of our employees," said Rick Wagoner, GM chairman and chief executive officer, in the release. "We are pleased that this agreement will help fulfill that important objective. In addition, the agreement will enhance the prospects for GM, the UAW, and Delphi to reach a broad-based consensual resolution of the Delphi restructuring."

GM is a Detroit-based designer, manufacturer and marketer of cars and light trucks.

UPC tweaks deal again

Moving to the primary market, UPC Broadband decided to increase the size of its deal for a second time and, with this latest upsizing, pricing on the dollar loans was reverse flexed by 25 basis points, according to a market source.

The company is now getting $3.8 billion equivalent in new institutional term loan debt, up from the most recent size of $2.62 billion and the original size at launch of $1.95 billion equivalent, the source said.

The new debt is being raised in two tranches - a $1.9 billion equivalent term loan J due March 2013 and a $1.9 billion equivalent term loan K due December 2013. Both term loans were originally launched with a size of $975 million, were upsized to $1.31 billion and then were increased again to this final size of $1.9 billion.

Both the term loan J and the term loan K are comprised of euro and dollar funds.

The dollar-denominated term loan J and term loan K bank debt are now priced with an interest rate of Libor plus 200 basis points, down from original price talk at launch of Libor plus 225 basis points, the source continued.

The euro-denominated term loan J and term loan K bank debt are priced with an interest rate of Euribor plus 225 basis points, after a flex down from original price talk at launch of Euribor plus 250 basis points that was announced at the time of the deal's first upsizing.

Proceeds from the new term loan debt will be used to refinance the company's existing €140 million term loan F-1, $525 million term loan F-2, €550 million term loan H-1, a $1.25 billion term loan H-2 and a €1 billion term loan G.

Under the originally sized deal, the company was only going to refinance the term loan F-1, term loan F-2 and term loan H-2. However, based on how the book was building, the company opted to first add the term loan H-1 to the list of tranches being refinanced through this transaction and now decided to add the term loan G.

The size of the euro and dollar carve outs under the new term loan J and term loan K have not yet been determined, but it is thought that the dollar pieces will end up in the neighborhood of $1.775 billion since that is the amount of dollar-denominated debt that is being refinanced.

"[The term loan] G is currently mostly banks. Expect that they will comprise 50% of the additional €1 billion of the most recent upsize," the source added.

TD Securities and Bank of America are the lead banks on the deal, with TD the left lead.

UPC Broadband is the Netherlands-based broadband company owned by Liberty Global Inc.

CDX reworks structure

CDX Gas made a round of changes to its new deal, reducing the size of its revolver, lowering pricing on its second-lien loan and upsizing its pay-in-kind preferred equity piece while cutting pricing on the paper, according to a market source.

The conforming borrowing base five-year revolver is now sized at $150 million, down from an original size of $250 million, the source said. The pricing grid remained unchanged at Libor plus 150 to 225 basis points based on utilization.

Meanwhile, pricing on the $400 million seven-year second-lien term loan was reverse flexed to Libor plus 525 basis points from original price talk at launch of Libor plus 575 basis points, the source continued.

In addition, the eight-year pay-in-kind preferred equity piece was upsized to $125 million from $50 million and pricing was reduced to Libor plus 700 basis points from original price talk at launch of Libor plus 750 basis points, the source added.

Soft call protection on the second-lien loan and the preferred equity settled at 102 in year one and 101 in year two.

Credit Suisse is bookrunner on the deal.

Proceeds from the $550 million credit facility, along with proceeds from the preferred, will be used to help fund the $808 million buyout of CDX Gas by TCW.

Furthermore, the sponsors are contributing $450 million of equity (reduced from $500 million in connection with the preferred upsizing) for the transaction and to provide more than $100 million of cash for its drilling program.

CDX is a Dallas-based independent energy company focused on the development and production of natural gas from onshore North American unconventional natural gas resources located in coal, shale and tight gas sandstone formations.

Bresnan lowers pricing

Bresnan reverse flexed pricing on its first-lien term loan B and second-lien term loan on Wednesday on strong market demand, according to a source.

The $275 million term loan B (B1/B+) is now priced with an interest rate of Libor plus 200 basis points, down from original price talk at launch of Libor plus 225 basis points, the source said.

In addition, pricing on the $100 million second-lien term loan (B3/B-) was reduced as well, going to Libor plus 450 basis points from original price talk at launch of Libor plus 500 basis points, the source added.

Bresnan's $600 million credit facility also contains a $150 million revolver (B1/B+) and a $75 million term loan A (B1/B+), with both tranches priced at Libor plus 225 basis points, which is the pricing they've carried since launch.

Wachovia, Bank of New York, TD Securities, General Electric Capital Corp. and SG are the lead banks on the deal, with Wachovia the left lead.

Proceeds will be used to refinance existing bank debt and fund a $150 million dividend payment.

Bresnan is a Purchase, N.Y., broadband telecommunications provider.

Trizec trims spread

Trizec Properties reduced pricing on its $1.475 billion one-year interim loan to Libor plus 140 basis points from original price talk at launch of Libor plus 170 basis points during market hours Wednesday, according to a market source.

"It's probably two time oversubscribed or at least close to that," the source said.

Deutsche Bank is the lead bank on the loan, which carries two six-month extension options. If the first extension is used, pricing will go up to Libor plus 200 basis points, and if the second extension is used, pricing will go up to Libor plus 250 basis points.

Proceeds will be used to fund the acquisition of a high-quality Southern California office portfolio comprised of 13 properties, totaling 4.1 million square feet, and several development land parcels for $1.63 billion from Arden Realty Inc.

The bridge loan is expected to be paid down with proceeds from the company's ongoing capital recycling program and from permanent mortgage financing on the acquired assets.

Trizec is a Chicago-based real estate investment trust that owns and manages office properties.

MultiPlan talk emerges

MultiPlan announced opening price talk of Libor plus 225 basis points on both its $50 million revolver and $400 million term loan as syndication on the deal officially kicked off with a Wednesday bank meeting, according to a market source.

Goldman Sachs, Bank of America and Morgan Stanley are the lead banks on the $450 million credit facility (B2/B+).

Proceeds from the new deal will be used to help fund The Carlyle Group's leveraged buyout of MultiPlan, a New York-based independent Preferred Provider Organization network.

Dana lowers term loan talk

Dana presented its $1.45 billion 18-month debtor-in-possession financing facility to lenders on Wednesday as well, launching the term loan B tranche contained in the DIP at lower-than-expected price talk, according to a market source.

The $700 million term loan B was launched to investors with opening price talk of Libor plus 275 basis points, as compared to the Libor plus 325 basis points pricing that was previously outlined by the company.

As for the $750 million asset-based revolver tranche, that launched as expected with opening price talk of Libor plus 225 basis points with a 37.5 basis point unused fee, the source said.

The company is also getting a $100 million senior secured Canadian-dollar-denominated revolver for Dana Canada Corp. with price talk of Libor plus 225 basis points.

As for the actual bank meeting, that was said to have gone "really well" with "lots of interest" already seen on the deal as there were "tons of reverse inquiries" coming in even before the launch took place, the source added.

Commitments are due from lenders on April 5; however, the company anticipates funding of the DIP to occur on March 29.

Citigroup, JPMorgan and Bank of America are the joint lead arrangers on the deal, with Citi the left lead and the administrative agent.

The DIP replaces the company's previous $400 million revolver and $275 million receivables securitization facility.

Proceeds will be used for the company's normal working capital requirements, including employee wages and benefits, supplier payments, and other operating expenses during the reorganization process.

Dana is a Toledo, Ohio, engineer, manufacturer, supplier and distributor of systems and components for vehicle manufacturers.

American Airlines cuts term spread

American Airlines Inc. has recently decided to reprice its term loan to Libor plus 325 basis points as opposed to the original repricing proposal, which called for the spread to drop to Libor plus 350 basis points, according to a market source. Currently, the term loan carries an interest rate of Libor plus 525 basis points.

All other terms of the amendment that was launched on March 14 remained unchanged, including that the revolver will be repriced to Libor plus 350 basis points from current pricing of Libor plus 475 basis points and that the term loan size will be increased by $200 million while the revolver size is decreased by $200 million.

The amendment also calls for some relief under the fixed charge coverage ratio.

Lender consents were due at the end of business Wednesday. Originally consents were due on Tuesday, but with the term loan pricing change, the deadline was delayed.

Citigroup and JPMorgan are the lead banks on the deal, with Citi the left lead.

American Airlines is a subsidiary of Fort Worth, Texas-based airline operator AMR Corp.

LBI Media term loan settles at low end

Pricing on LBI Media Inc.'s $110 million six-year, covenant-light, term loan has firmed up at Libor plus 150 basis points, the low end of original guidance of Libor plus 150 to 175 basis points, according to a market source.

The company's $260 million senior secured credit facility (B1/B) also contains a $150 million six-year revolver talked at Libor plus 150 basis points that is still being syndicated, the source said.

Credit Suisse is the lead bank on the deal.

Proceeds will be used to refinance the company's existing $220 million senior secured revolver, and to fund capital expenditures, permitted acquisitions, working capital, closing costs and other general corporate purposes.

LBI Media is a Burbank, Calif., owner and operator of Spanish-language radio and television stations.

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