Universal Health, SuperValu, OtterBox break; Mediacom dips with refi; ION revises deal

By Sara Rosenberg

New York, May 14 - Universal Health Services Inc., SuperValu Inc. and OtterBox saw their loans make their way into the secondary market on Tuesday, and Mediacom Broadband Group's term loans were primarily weaker with news of a refinancing transaction.

Over in the primary, ION Trading Technologies Sarl increased the size of its first- and second-lien term loans while decreasing the spreads and original issue discounts on the tranches. The company also downsized its revolver.

Also, J.C. Penney Corp., Scientific Games International Inc. and Aeroflex Inc. released talk with launch, and Orbitz Worldwide Inc., Tervita Corp., Crestwood Holdings LLC, Oxea, StoneRiver Group LP, Pre-Paid Legal Services Inc., Univision Communications Inc. and Advanstar Communications Inc. joined the forward calendar.

Universal Health frees up

Universal Health Services' $746 million term loan B broke for trading on Tuesday, with levels quoted at par 3/8 bid, par 7/8 offered on the open and then it moved to par 5/8 bid, 101 1/8 offered, according to a trader.

Pricing on the loan is Libor plus 225 basis points with no Libor floor, and it was issued at par. There is 101 soft call protection for six months.

During syndication, the spread on the loan firmed at the tight end of the Libor plus 225 bps to 250 bps talk.

Bank of America Merrill Lynch, J.P. Morgan Securities LLC, Goldman Sachs & Co., RBS Securities Inc. and SunTrust Robinson Humphrey Inc. are the leads on the deal.

Proceeds are being used to reprice an existing term loan from Libor plus 275 bps with a 1% floor.

Universal Health is a King of Prussia, Pa.-based operator of acute care hospitals, behavioral health facilities and ambulatory centers.

SuperValu starts trading

SuperValu's $1.5 billion covenant-light term loan due March 21, 2019 also hit the secondary market, with levels quoted at par bid, par ½ offered on the break and then it moved to par ¼ bid, par 5/8 offered, a market source said.

Pricing on the term loan is Libor plus 400 bps with a 1% Libor floor, and it was issued at par. There is 101 repricing protection for six months.

Earlier in the week, pricing on the loan was increased from Libor plus 350 bps and the request to move the springing maturity threshold on the 2016 notes to $500 million from $250 million was eliminated.

Credit Suisse Securities (USA) LLC and Goldman Sachs & Co. are leading the deal that will be used to reprice an existing term loan from Libor plus 500 bps with a 1.25% Libor floor.

SuperValu is an Eden Prairie, Minn.-based food wholesaler.

OtterBox tops OID

Another deal to break was OtterBox, with the $400 million six-year term loan B (B1/B+) quoted at par bid, par ½ offered, according to a market source.

Pricing on the B loan is Libor plus 425 bps with a 1% Libor floor, and it was sold at an original issue discount of 981/2. The loan has 101 soft call protection for one year.

During syndication, the spread on the loan was flexed from Libor plus 400 bps, and amortization was revised to 5% in year one, 7½% in year two and 10% annually thereafter, from just 1% per annum.

The company's new $550 million credit facility also includes a $150 million three-year ABL revolver that is priced at Libor plus 175 bps.

Closing is expected to occur on May 17.

Wells Fargo Securities LLC is leading the deal that will be used to help fund the acquisition of LifeProof, a San Diego-based maker of protective cases for Smartphones and Tablet PCs.

OtterBox is a Fort Collins, Colo.-based producer of protective products for global handheld manufacturers, wireless carriers and distributors.

Mediacom softens

In more trading happenings, the majority of Mediacom's term loans headed lower as news emerged that the company will be holding a call at noon ET on Wednesday to launch a $450 million term loan H due January 2021 that will be used to refinance existing debt, according to a trader.

Regarding Mediacom Broadband debt, the term loan F was quoted at par bid, par ½ offered, down from 101 bid, 101¾ offered, and the term loan D was quoted at par 3/8 bid, par 7/8 offered, down from par ½ bid, 101 offered. Also, Mediacom LLC's term loan E was quoted at par ½ bid, 101½ offered, down from 101 bid, 101¾ offered, the trader said.

There were two exceptions, Mediacom Broadband's term loan G was quoted at 101 bid, 101¾ offered, unchanged on the day, and Mediacom LLC's term loan C was quoted at par 5/8 bid, 101 1/8 offered, up from par ½ bid, 101 offered, the trader continued.

J.P. Morgan Securities LLC and Bank of America Merrill Lynch are leading the news term loan that is being talked at Libor plus 250 bps to 275 bps with a 0.75% Libor floor, an original issue discount of 99¾ and 101 soft call protection for six months, a source added.

Mediacom is a Middletown, N.Y.-based cable operator.

ION tweaks deal

Moving to the primary, ION Trading lifted its seven-year covenant-light first-lien term loan (B2/B+) to $750 million from $700 million, trimmed the coupon to Libor plus 350 bps from Libor plus 400 bps and tightened the original issue discount to 99½ from 99, according to a market source.

The first-lien term loan still has a 1.25% Libor floor and 101 repricing protection for one year.

Meanwhile, the eight-year covenant-light second-lien term loan (Caa2/CCC+) was upsized to $375 million from $355 million, pricing was reduced to Libor plus 725 bps from Libor plus 775 bps and the discount was changed to 99 from 981/2, the source remarked.

As before, the second-lien loan has a 1.25% Libor floor and call protection of 102 in year one and 101 in year two.

Also, the five-year revolver (B2/B+) was downsized to $50 million from $60 million, the source continued.

ION shuts book

Commitments for ION Trading's now $1,175,000,000 credit facility were due at 5 p.m. ET on Monday.

Credit Suisse Securities (USA) LLC is leading the credit facility that will be used by the company to refinance existing debt and fund a dividend.

The funds from the term loan upsizings will be used to increase the size of the dividend payment and add $30 million of cash to the balance sheet, as opposed to $10 million as originally planned, the source added.

ION Trading is a provider of trading software.

J.C. Penney sets talk

J.C. Penney held its bank meeting on Tuesday, and with the event, talk on the $1.75 billion five-year senior secured covenant-light term loan (NA/B/BB-) came out at Libor plus 575 bps with a 1% Libor floor, an original issue discount of 99 and call protection of 102 in year one and 101 in year two, a market source said.

Commitments are due on May 21, and the loan is expected to allocate and close on May 22, according to an 8-K filed with the Securities and Exchange Commission.

Goldman Sachs Bank USA, Barclays, J.P. Morgan Securities LLC, Bank of America Merrill Lynch and UBS Securities LLC are leading the deal that will be used for working capital and other general corporate purposes and to finance the satisfaction/discharge of $254 million 7 1/8% debentures due 2023.

J.C. Penney is a Plano, Texas-based operator of department stores.

Scientific Games guidance

Scientific Games revealed talk of Libor plus 250 bps with a 0.75% to 1% Libor floor, an original issue discount of 99¾ and 101 soft call protection for six months on its $2.3 billion seven-year covenant-light term loan B that launched during the session, according to sources.

By comparison, the loan commitment letter had term loan pricing expected at Libor plus 300 bps with a 1% Libor floor, and the 101 soft call protection going out for one year.

The company's $2.6 billion senior secured credit facility also includes a $300 million five-year revolver that is already fully syndicated.

Commitments are due on May 21 and funding is expected to occur in the Fall.

Scientific Games lead banks

Bank of America Merrill Lynch, Credit Suisse Securities (USA) LLC and UBS Investment Bank are leading Scientific Games' deal that will be used to help fund the acquisition of WMS Industries Inc. for $26.00 in cash per common share or about $1.5 billion total, and refinance credit facilities at both companies.

Net senior secured leverage is 3.2 times and net total leverage is 4.5 times.

Closing is subject to WMS shareholder approval, which was obtained on Friday, regulatory approvals and other customary conditions.

Scientific Games is a New York-based provider of gaming solutions to lottery and gaming organizations. WMS is a Waukegan, Ill.-based designer, manufacturer and marketer of video and mechanical reel-spinning gaming machines, video lottery terminals and in gaming operations.

Aeroflex comes to market

Aeroflex announced and held a call in the afternoon to launch a roughly $606 million term loan B due November 2019 that is talked at Libor plus 350 bps to 375 bps with a 1% Libor floor, an original issue discount of 99½ and 101 soft call protection for one year, according to a market source.

Proceeds will be used to take out an existing roughly $606 million term loan B due May 2018 that is priced at Libor plus 450 bps with a 1.25% Libor floor.

J.P. Morgan Securities LLC is leading the deal.

Aeroflex is a Plainview, N.Y.-based provider of microelectronic components and test and measurement equipment.

Orbitz joins calendar

Also on the primary front, Orbitz plans to hold a call at 10 a.m. ET on Wednesday to launch $450 million in debt comprised of a $100 million term loan B due September 2017 and a $350 million term loan C due March 2019, according to a market source.

The term loan B is talked at Libor plus 375 bps to 400 bps and the term loan C is talked at Libor plus 475 bps to 500 bps, with both having a 1% Libor floor, a par offer and 101 repricing protection for six months, the source said.

Amortization on the term B is 10% per annum and amortization on the C loan is 1% per annum.

Lead bank, Credit Suisse Securities (USA) LLC, is seeking commitments by May 21.

Proceeds will be used by the Chicago-based online travel agency to reprice/refinance an existing $150 million term loan B due September 2017 that is priced at Libor plus 600 bps with a 1.25% Libor floor and a $300 million term loan C due March 2019 that is priced at Libor plus 675 bps with a 1.25% Libor floor.

Tervita readies deal

Tervita set a call for 10 a.m. ET on Thursday to launch a repricing of its $748,125,000 senior secured term loan due 2018 from Libor plus 500 bps with a 1.25% Libor floor, according to a market source.

Existing lenders will get paid out at 101 with the repricing as a result of current call protection.

RBC Capital Markets, Goldman Sachs & Co., Deutsche Bank Securities Inc. and TD Bank are leading the deal.

Tervita is a Calgary-based environmental management company for the oil and gas industry.

Crestwood plans call

Crestwood Holdings scheduled a conference call for 11 a.m. ET on Wednesday to launch a $365 million term loan that will be used to refinance existing debt, according to a market source.

Citigroup Global Markets Inc. is the left lead on the deal.

Crestwood Holdings is a Houston-based provider of midstream infrastructure solutions for the development of shale and unconventional resource basins.

Oxea on deck

Oxea will hold a bank meeting in London on Friday and at 10 a.m. ET in New York on May 21 to launch a new euro and U.S. dollar credit facility that will be used to refinance existing debt and pay a dividend to Advent International, according to a market source.

The facility consists of a $720.5 million 61/2-year first-lien term loan, a €350 million 61/2-year first-lien term loan, a $327.5 million seven-year second-lien term loan and an up to €120 million revolver, the source said.

The first-lien term loans have 101 soft call protection for six months, and the second-lien term loan has call protection of 102 in year one and 101 in year two.

Deutsche Bank Securities Inc., J.P. Morgan Securities LLC, Morgan Stanley Senior Funding Inc. and Nomura are the lead banks on the covenant-light deal, with Deutsche left on the first-lien and JPMorgan the left on the second-lien loan.

Oxea is a Luxembourg-based chemical company.

StoneRiver deal emerges

StoneRiver set a bank meeting for 2 p.m. ET on Wednesday to launch a $720 million credit facility that is being led by Bank of America Merrill Lynch, J.P. Morgan Securities LLC, KeyBanc Capital Markets LLC, Credit Suisse Securities (USA) LLC, U.S. Bank and MCS Capital Markets, according to a market source.

The facility consists of a $50 million five-year revolver, a $520 million 61/2-year first-lien term loan with 101 soft call protection for six months and a $150 million seven-year second-lien term loan with call protection of 102 in year one and 101 in year two, the source said.

Proceeds will be used to refinance existing debt, for working capital, capital expenditures and general corporate purposes, and to fund a distribution to unit holders.

StoneRiver is an Oakland, Calif.-based provider of insurance outsourcing technology and professional services solutions to insurance companies, financial institutions and pharmacies.

Pre-Paid Legal new debt

Pre-Paid Legal Services scheduled a bank meeting for 2 p.m. ET in New York on Thursday to launch a $375 million first-lien term loan B and a $110 million second-lien term loan, according to a market source.

Morgan Stanley Senior Funding Inc. and RBC Capital Markets are leading the $485 million deal.

Pre-Paid Legal Services is an Ada, Okla.-based provider of legal services.

Univision refinancing

Univision Communications set a call for Wednesday to launch a $500 million term loan, according to sources.

Deutsche Bank Securities Inc. is leading the deal that will be used to refinance existing debt.

Univision is a Los Angeles-based Spanish-language media company.

Advanstar tapping market

Advanstar Communications will hold a bank meeting on Thursday to launch a $495 million credit facility that will be used to refinance existing debt, according to market sources.

The facility consists of a $20 million revolver (B1/B+), a $300 million first-lien term loan (B1/B+) and a $175 million second-lien term loan (Caa2/CCC+), sources said.

Goldman Sachs Bank USA and Credit Suisse Securities LLC are the lead banks on the deal.

Advanstar is a Santa Monica, Calif.-based marketing, media and events company.

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