Univision, Seminole, Level 3, Valassis, Audio set talk; DeCrane, IFM tweak deals; CineMedia, NEP break

By Sara Rosenberg

New York, Feb. 13 - Univision Communications Inc., Seminole Hard Rock Entertainment Inc., Level 3 Financing Inc., Valassis Communications Inc. and Audio Visual Services Group Inc. came out with price talk as all of these deals were launched during Tuesday's market hours.

Also in the primary, DeCrane Aircraft Holdings Inc. came out with a number of changes to its credit facility, including upsizing and reverse flexing its first-lien term loan B, and downsizing, firming up pricing and revising call premiums on its second-lien term loan, and IFM (Industry Funds Management) lowered pricing on its term loan.

Meanwhile, in secondary happenings, National CineMedia LLC and NEP Broadcasting LLC both saw their credit facilities allocate and free for trading.

Univision held a bank meeting early Tuesday to present its $8.2 billion credit facility (Ba3) to retail investors, and in conjunction with the launch, price talk on the transaction surfaced, according to a market source.

The $7 billion term loan B, the $450 million delayed-draw term loan and the $750 million revolver were all launched with talk set at Libor plus 225 to 250 basis points, the source said.

The company also has plans for a $500 million second-lien bridge loan (B3) that will be repaid with proceeds from some expected asset sales. This tranche was presented to lenders with talk of Libor plus 275 to 300 bps, the source added.

Deutsche Bank and Bank of America are the joint lead arrangers on the deal, with Credit Suisse, Wachovia, RBS Securities and Lehman involved as well.

Deutsche and Credit Suisse are the joint leads on the bridge facility.

Proceeds from the facility will be used to fund the leveraged buyout of Univision by Madison Dearborn Partners, Providence Equity Partners, Texas Pacific Group, Thomas H. Lee Partners and Saban Capital Group for $36.25 per share in cash. The transaction is valued at around $13.7 billion, including the assumption of $1.4 billion in debt.

The sponsors have committed to provide up to $3.9 billion in equity to support the buyout and $2 billion in new high-yield bonds are expected to be issued.

It is anticipated that all senior notes outstanding at the time of the LBO will remain outstanding after the LBO, but borrowings under the delayed-draw term loan may be made from time to time to repay or prepay the existing senior notes.

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

Seminole spread guidance

Continuing on the pricing front, Seminole launched its $700 million term loan (Ba1) on Tuesday with talk of Libor plus 150 bps, according to a market source.

Merrill Lynch is the lead bank on the loan.

The deal was originally supposed to launch on Feb. 6, but that bank meeting was cancelled because of management time issues.

Proceeds from the term loan will be used to help fund the acquisition of The Rank Group plc's Hard Rock business, a rock-music based entertainment brand, for $965 million.

Seminole Hard Rock Entertainment, Inc. is a wholly owned subsidiary of the Seminole Tribe of Florida, a Hollywood, Fla.-based operator of hotels and casinos.

Level 3 price talk

Level 3 came out with talk as well, launching its $1 billion term loan (B1) due 2014 with a conference call on Tuesday afternoon at Libor plus 225 to 250 bps, according to a market source.

Merrill Lynch and Morgan Stanley are the lead banks on the deal, with Credit Suisse, Citigroup and Wachovia involved as co-leads.

Proceeds from the term loan will be used to refinance the company's existing $730 million term loan due 2011, which is priced at Libor plus 300 bps, and purchase money debt.

Level 3 is a Broomfield, Colo., communications and information services company.

Valassis sets opening spreads

Meanwhile, at its Tuesday bank meeting, Valassis launched all three tranches under its $820 million credit facility (Ba2/BB-) with price talk of Libor plus 225 bps, according to a market source.

Tranching on the deal is comprised of a $120 million revolver, a $540 million funded term loan B and a $160 million delayed-draw term loan B.

The delayed-draw ticking fee is 100 bps for the 15-month delayed-draw period, the source said.

Bear Stearns and Bank of America are the lead banks on the deal, with Bear Stearns the left lead.

Proceeds from the funded bank debt will be used to fund the acquisition of ADVO Inc. for $33 per share in cash, or about $1.2 billion, including about $125 million in existing ADVO long-term debt, which Valassis expects to refinance.

The delayed-draw debt will be used to refinance an existing note, the source added.

Other acquisition financing will come from a $590 million high-yield bond offering.

Valassis is a Livonia, Mich., marketing services company. ADVO is a Windsor, Conn., direct mail media company.

Audio Visual guidance emerges

Yet another deal to release price talk was Audio Visual Services Group as it held a bank meeting to kick off syndication on its $315 million credit facility during the session, according to a market source.

The $30 million revolver (Ba3/B) and $225 million first-lien term loan B (Ba3/B) were both launched with talk of Libor plus 225 bps, while the $60 million second-lien term loan (B3/CCC+) was launched with talk of Libor plus 550 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.

Lehman and Wachovia are the joint lead arrangers on the deal, with Lehman the left lead.

Proceeds will be used to help fund the leveraged buyout of the company by Kelso & Co.

Audio Visual is a Long Beach, Calif., provider of audiovisual and event technology support to hotels, event production companies, trade associations, convention centers and corporations.

Gray Television floats talk

Gray Television, Inc. started floating price talk around of Libor plus 175 bps on its $900 million term loan B as the deal is getting ready to launch with a bank meeting at 10 a.m. ET on Thursday in New York, according to a market source.

Wachovia, Bank of America and Goldman Sachs are the lead banks on the deal, with Wachovia the left lead.

The $1 billion senior credit facility (Ba3) also includes a $100 million revolver.

Proceeds will be used to refinance the company's existing senior credit facility, to refinance its existing 9¼% senior subordinated notes, to call its series C preferred stock and for general corporate purposes.

Gray is an Atlanta-based television broadcasting company.

DeCrane reworks deal

DeCrane Aircraft announced a bunch of modifications to its credit facility on Tuesday morning, such as upsizing its first-lien term loan B while reducing pricing, downsizing its second-lien term loan while finalizing pricing at the tight end of guidance, taking away a year of call protection on the second-lien loan and moving up the commitment deadline, according to a market source.

The first-lien term loan B (B1/B) is now sized at $195 million, up from $180 million, and pricing was reverse flexed to Libor plus 275 bps from original talk at launch of Libor plus 325 to 350 bps, the source said.

Meanwhile, the second-lien term loan (Caa1/CCC+) is now sized at $150 million, down from $160 million, pricing firmed at Libor plus 700 bps, the low end of original talk of Libor plus 700 to 750 bps, and call protection was changed to 101 in year one and par thereafter, from 102 in year one, 101 in year two and par thereafter, the source continued.

In addition, pricing on the company's $25 million revolver (B1/B) was reduced to Libor plus 275 bps from original talk at launch of Libor plus 325 to 350 bps as well.

As for the commitment deadline, that was moved up to Tuesday from Thursday, the source added.

The changes are not quite a surprise since rumors of a potential price talk began floating around last week after news emerged that the deal was oversubscribed with in a few days of its bank meeting.

Credit Suisse is the lead bank on the now $370 million deal (up from $365 million) that will be used to refinance the company's existing credit facility.

The extra $5 million in proceeds being raised from the first-lien term loan B upsizing will be used for incremental liquidity.

DeCrane is a Columbus, Ohio, aircraft parts and equipment manufacturer.

IFM reverse flexes

IFM (Industry Funds Management) reduced pricing on its $225 million five-year term loan B (Ba3/BBB-) to Libor plus 200 bps from original talk at launch of Libor plus 225 to 250 bps, according to a market source.

The term loan had been so well-received that the books were shut down on Monday, well ahead of the original Feb. 20 commitment deadline.

Merrill Lynch is the lead bank on the deal.

Proceeds will be used to fund a portion of the acquisition of the 15.8% minority interest in Colonial Pipeline held by Citgo Petroleum Corp. for $641 million. The financing also includes $426 million of equity.

Global Tel*Link upsizes again

Global Tel*Link Corp. upsized its credit facility for the third time since syndication first began on this deal, this time increasing the delayed-draw for six months, with six-year final maturity, first-lien term loan to $60 million from $50 million, according to a market source.

The additional funds are being obtained so that no equity needs to be used for the acquisition of the former MCI's division serving corrections facilities.

Pricing on the delayed-draw first-lien term loan was left unchanged at Libor plus 350 bps. Earlier in the syndication, pricing on the loan had been reverse flexed from original talk of Libor plus 375 bps.

Global Tel*Link's now $250 million (up from a most recent size of $240 million) credit facility (B1/B+) also includes a $20 million five-year revolver, a $10 million six-year funded synthetic letter-of-credit facility, a $40 million delayed-draw for six months, with six-year final maturity, synthetic letter-of-credit facility and a $120 million six-year funded first-lien term loan, with all of these tranches priced at Libor plus 350 bps as well. Pricing on these loans was also reduced from original talk of Libor plus 375 bps during syndication.

In addition, the funded first-lien term loan was upsized on two occasions since the deal first hit the market - the first time to $110 million from $100 million and the second time to $120 million from $110 million. The additional funds from those two increases are being used for a dividend.

The revolver has a 50 bps commitment fee.

The delayed-draw synthetic letter-of-credit facility and delayed-draw term loan both carry a delayed-draw fee of 100 bps in the first three months and 125 bps in months four to six.

Credit Suisse is the lead bank on the deal.

Proceeds from the funded institutional debt will be used to refinance about $75 million of existing debt and repurchase redeemable preferred stock held by The Gores Group.

As mentioned above, proceeds from the delayed-draw term loan, as well as from the delayed-draw synthetic letter-of-credit facility, will be used to fund the acquisition of the former MCI's division serving corrections facilities.

The former MCI corrections division provides managed telecommunications services to state and county departments of correction, including customer service, call equipment management, billing and IT capabilities.

Closing on the deal is expected to take place on Wednesday, and allocations are anticipated to go out either on Wednesday or Thursday, the source added.

Global Tel*Link is a Mobile, Ala., specialized telecommunications company.

West revised repricing completed

West Corp.'s repricing/add-on deal has successfully closed now that a few revisions were made to the proposal, according to a market source.

The $165 million term loan add-on (B+) and the existing term loan debt ended up priced at Libor plus 237.5 bps with 101 soft call protection for one year, the source said. Prior to the repricing, the existing term debt carried an interest rate of Libor plus 275 bps.

In addition, with the repricing, a grid was added to the term loan under which the spread can drop to Libor plus 212.5 bps if ratings are upgraded to B1/B+ and can increase to Libor plus 275 bps if ratings are downgraded to B3 or B-, the source continued.

Originally, the repricing was launched at Libor plus 225 bps with no soft call protection and no pricing grid.

Lehman Brothers acted as the lead on the deal.

Proceeds from the add-on are being used to fund the acquisitions of TeleVox Software Inc. and CenterPost Communications Inc.

West is an Omaha, Neb.-based outsourced communications services provider.

National CineMedia frees to trade

Moving to the secondary market, National CineMedia's credit facility freed for trading in the afternoon, with levels on the $725 million eight-year term loan B quoted at 101 bid, 101 1/8 offered, according to a trader.

The term loan B is priced at Libor plus 175 bps with a step down to Libor plus 150 bps when the corporate facility ratings are Ba3/BB- or better. During syndication, pricing was revised from original talk at launch of Libor plus 200 bps with a step down to Libor plus 175 bps that was leverage based.

National CineMedia's $805 million senior secured credit facility (B1/B+) also includes an $80 million six-year revolver that is priced at Libor plus 175 bps.

Lehman, JPMorgan, Morgan Stanley and Credit Suisse acted as the joint bookrunners on the deal, with Lehman and JPMorgan the joint lead arrangers and Lehman the left lead.

Proceeds from the term loan are being used to redeem preferred membership units of National CineMedia LLC and repay existing revolver debt.

The revolver will be available for general corporate purposes.

The credit facility was done in conjunction with the company's initial public offering of 38 million common shares, which priced last Wednesday at $21 per share. The company had been expecting the shares to price somewhere in the range of $18 to $20 per share.

National CineMedia is a Centennial, Colo., operator of digital in-theatre networks. The company's founding members are AMC Entertainment Inc., Cinemark, Inc. and Regal Entertainment Group.

NEP trades atop 101

NEP Broadcasting's credit facility also hit the secondary loan market on Tuesday, with levels on the $325 million term loan B opening at par 7/8 bid, 101¼ offered and then moving up to 101¼ bid, 101½ offered, where it closed the session, according to a trader.

The covenant-light term loan B is priced at Libor plus 225 bps with a step down to Libor plus 200 bps based on leverage. During syndication, pricing on the tranche was reverse flexed from original talk of Libor plus 250 bps with the addition of the step.

NEP's $355 million credit facility also includes a $30 million revolver that has one maintenance covenant.

Bank of America and Bear Stearns are the lead banks on the deal, with Bank of America the left lead.

Proceeds from the credit facility will be used to help fund American Securities Capital Partners, LLC's acquisition of a majority equity interest in the company from Apax Partners, LP and Spectrum Equity Investors.

NEP is a Pittsburgh-based provider of outsourced teleproduction services used in the delivery of live sports and entertainment events.

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