MacDermid, BMCA, Tenneco set talk; Arizona Chem, Star Tribune, SunGard tweak deals; Brock breaks

By Sara Rosenberg

New York, Feb. 21 - MacDermid Inc. and Building Materials Corp. of America (BMCA) released price talk on their credit facilities as both deals were launched with bank meetings on Wednesday, and Tenneco Inc. started floating price talk around on its facility as the deal is getting ready to launch on Thursday.

In other primary news, Arizona Chemical made some changes to tranche sizes, reworked pricing and revised second-lien call premiums, The Star Tribune Co. shifted some funds between its first- and second-lien term loans and lowered pricing on everything, and SunGard Data Systems Inc. added a step down to its repricing proposal.

Over in the secondary market, The Brock Group saw its term loan free for trading with levels quoted wrapped around 101.

MacDermid held a bank meeting during Wednesday's session to officially start syndication on its $560 million senior secured credit facility (B1), and in connection with the launch, price talk emerged, according to a market source.

Both the $510 million seven-year term loan B and the $50 million six-year revolver were presented to lenders with opening price talk of Libor plus 225 to 250 basis points, the source said.

The official price talk came in lower than what was previously outlined by the company in various filings with the Securities and Exchange Commission. In those filings it was said that if the corporate credit rating is B1/B+, both tranches would be Libor plus 275 bps, and if the corporate credit rating is lower than B1/B+, both tranches would be Libor plus 300 bps.

The term loan B is covenant-light, and the revolver has trigger covenants that kick in when more than $10 million is outstanding under the tranche.

Credit Suisse, Goldman Sachs, Bear Stearns, CIBC and RBS Securities are the lead banks on the deal, with Credit Suisse the left lead.

Proceeds from the credit facility, along with $250 million of senior notes and $215 million of senior subordinated notes, will be used to fund the leveraged buyout of the company by Daniel H. Leever, the company's chairman and chief executive officer, and investment funds managed by Court Square Capital Partners and Weston Presidio in a transaction valued at more than $1.3 billion, including the assumption or repayment of about $301 million of debt.

MacDermid is a Denver-based specialty chemical manufacturer.

Building Materials price talk

Building Materials Corp. of America also came out with price talk on its credit facility during market hours as it too launched with a bank meeting Wednesday, according to a fund manager.

The $975 million seven-year term loan B (B2/BB-) is being talked at Libor plus 250 bps and the $600 million five-year ABL revolver is being talked at Libor plus 150 bps, the fund manager said.

Like MacDermid, official price talk on the term loan B came in lower than the company outlined in filings with the SEC. According to those filings, the B loan was expected at Libor plus 275 bps. As for the revolver, the filings proved right, as they outlined pricing at Libor plus 150 bps.

Deutsche Bank, Bear Stearns and JPMorgan are the lead banks on the $1.575 billion senior secured deal.

Proceeds from the facility, along with $325 million in senior secured notes, will be used to help fund the acquisition of ElkCorp for $43.50 per share.

Building Materials is a Wayne, N.J.-based building products company. ElkCorp is a Dallas-based manufacturer of roofing and building products.

Tenneco floats talk

Tenneco announced price talk on its proposed $830 million senior credit facility ahead of Thursday's New York bank meeting that will launch the deal to investors, according to an 8-K filed with the SEC Wednesday.

Both the $375 million five-year revolver and the $100 million five-year term loan A are expected at Libor plus 150 bps, and both the $177.5 million seven-year term loan B and the $177.5 million seven-year synthetic letter-of-credit facility are expected at Libor plus 175 bps, the filing said.

JPMorgan and Deutsche Bank are the lead banks on the deal, with JPMorgan the left lead.

Proceeds will be used to refinance the company's existing $831 million senior credit facility, which consists of $356 million in term loans, a $155 million synthetic letter-of-credit facility and a $320 million revolver due December 2008.

The new transaction is expected to enhance the company's financial flexibility by extending the expiration of its revolver, extending the maturities of its term loan and enhancing covenant flexibility.

Closing on the refinancing is expected by mid- to late March.

Tenneco is a Lake Forest, Ill., designer, manufacturer and marketer of emission control and ride control products and systems for the automotive original equipment market and the aftermarket.

Arizona Chemical retranches, trims pricing

Arizona Chemical revised the structure on its credit facility, resulting in an overall $9 million increase to the total credit facility size, and reduced pricing on all tranches, according to a market source.

With the changes, the revolver (B1/B) is now sized at $60 million, up from $50 million, and pricing was cut to Libor plus 225 bps from original talk of Libor plus 250 bps, the source said.

The first-lien U.S. term loan B (B1/B) is now sized at $150 million, up from $140 million, and pricing was reduced to Libor plus 200 bps from original talk of Libor plus 250 bps, the source continued.

The $100 million first-lien euro-equivalent term loan B (B1/B) was left unchanged in terms of size; however, pricing was lowered to Euribor plus 225 bps from original talk of Euribor plus 250 bps.

And, lastly, the second-lien term loan (Caa1/CCC+) is now sized at $125 million, down from $136 million, pricing was reverse flexed to Libor plus 550 bps from original talk of Libor plus 600 bps and call protection was changed to simply 101 for one year from 102 in year one and 101 in year two, the source added.

Goldman Sachs is the lead bank on the now $435 million deal (up from $426 million), which will be used to help fund Rhone Capital III LP's buyout of the company from International Paper for about $485 million.

As part of the transaction, International Paper will acquire a minority interest of about 10% in the acquisition vehicle to be formed by Rhone Capital.

Allocations on the credit facility are hoped to go out by the end of this week.

Arizona Chemical is a Jacksonville, Fla., supplier of pine chemicals to the adhesives, inks and coatings and oleochemicals markets.

Star Tribune shifts funds, cuts spreads

Star Tribune made a round of changes to its $486 million credit facility, including moving $10 million out of its second-lien term loan and into its first-lien term loan B, and reverse flexing pricing on all tranches by 50 bps, according to market sources.

The first-lien term loan B is now sized at $340 million, up from $330 million, and pricing was reduced to Libor plus 225 bps from original talk of Libor plus 275 bps, sources said.

On the flip side, the second-lien term loan is now sized at $96 million, down from $106 million, and pricing was reduced to Libor plus 600 bps from original talk of Libor plus 650 bps. This tranche carries call protection of 101 in year one.

Lastly, pricing on the $50 million revolver (size unchanged) was lowered to Libor plus 225 bps from original talk of Libor plus 275 bps, sources added.

Credit Suisse and RBS Securities are the lead banks on the deal that will be used to help fund Avista Capital Partners' buyout of Star Tribune from The McClatchy Co. for $530 million.

Star Tribune is a Minneapolis-based information provider and includes the Star Tribune newspaper, StarTribune.com and other print and digital products and services.

SunGard adds step

SunGard Data Systems added a step down to its repricing/upsizing proposal, under which the spread on the term loan B can drop to Libor plus 175 bps if the company meets a specific leverage test, according to a market source.

As was previously reported, the company is repricing its term loan B to Libor plus 200 bps from Libor plus 250 bps and increasing the size of the tranche by $400 million.

Proceeds from the add-on will be used to redeem all or a portion of the company's $400 million senior floating-rate notes due 2013.

JPMorgan is the lead bank on the deal.

SunGard is a Wayne, Pa.-based software company.

B&G upsizes, flexes

B&G Foods Inc. increased the size of its six-year term loan C (Ba2/B+) to $230 million from $225 million and lowered pricing to Libor plus 200 bps from original talk of Libor plus 225 bps, according to a market source.

Lehman and Credit Suisse are the lead banks on the deal.

Proceeds from the term loan C will be used to fund the acquisition of the Cream of Wheat and Cream of Rice hot cereal brands from Kraft Foods Global, Inc. for about $200 million in cash, and to refinance $25 million of existing term loan debt.

The company's existing $25 million revolving credit facility will be amended and restated in connection with this transaction, but it is not being syndicated.

B&G is a Parsippany, N.J., seller and distributor of high-quality, shelf-stable foods.

Infor ups term loans, adds PIK loan

Infor increased the sizes of its first- and second-lien term loans and added a new holdco senior pay-in-kind term loan to the capital structure, according to a market source.

Under the changes, the first-lien euro-denominated term loan B add-on (B1) is now sized at $375 million, up from $200 million, while pricing on the paper was left unchanged at Euribor plus 325 bps, the source said.

The company's existing first-lien term loan B debt is priced at Libor plus 375 bps and is expected to remain at that pricing level.

Also through the modifications, the second-lien term loan (Caa2/CCC) that is denominated in euros and dollars was upsized to $1.41 billion from $1.275 billion, with pricing remaining at Libor/Euribor plus 650 bps and call protection still set at 102 in year one, 101 in year two and par thereafter.

The specific breakdown of the dollar and euro tranches under the second-lien term loan is now $750 million and €507 million, compared to the original breakdown that was $475 million and €642 million, the source remarked.

Lastly, a new $225 million U.S. 71/2-year holdco senior loan was added to the transaction with price talk set at Libor plus 825 bps PIK and call protection set at non-callable for one-year, then at 103 in year two, 101 in year three and par thereafter, the source added.

Proceeds from the additional funds being raised through the upsizings and the new tranche will be used to fund a $490 million dividend.

The other proceeds will be used to refinance a $1.425 billion senior subordinated bridge loan.

Recommitments from lenders are due by Feb. 26.

Leverage through the first lien is 4.1 times, leverage through the second lien is 6.3 times and total leverage (including the PIK loan) is 6.6 times.

JPMorgan, Credit Suisse and Merrill Lynch are the lead banks on the now $2.01 billion deal (up from $1.475 billion).

Infor is an Atlanta-based deliverer of fully integrated enterprise services as well as stand-alone products.

Brock frees to trade

Moving to the secondary market, Brock's $365 million term loan broke for trading, with levels quoted at par 7/8 bid, 101 1/8 offered, according to a trader.

The term loan is priced at Libor plus 200 bps.

Bank of America and JPMorgan are the lead banks on the deal that will be used for acquisition financing.

Brock is a Beaumont, Texas, specialty maintenance contractor.

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