Solenis term loan frees to trade; Pediatric Associates sets changes; Emerald reveals talk

By Sara Rosenberg

New York, May 24 – Solenis’ incremental term loan B made its way into the secondary market on Wednesday, with levels quoted above its original issue discount.

Meanwhile, in the primary market, Pediatric Associates reduced the size of its incremental first-lien term loan, lifted the spread and widened the original issue discount, and Emerald Expositions (Emerald X Inc.) released price talk on its term loan B in connection with its lender call.

Solenis hits secondary

Solenis’ non-fungible $500 million incremental term loan B (B3/B-) due Nov. 9, 2028 began trading in the afternoon, with levels quoted at 95¼ bid, 96 offered, a market source remarked.

Pricing on the term loan is SOFR plus 500 basis points with a 0.5% floor and it was sold at an original issue discount of 95. The debt has 101 soft call protection for six months.

During syndication, the term loan was downsized from $750 million, pricing was increased from SOFR plus 475 bps and the discount widened from talk in the range of 97 to 97.5.

Goldman Sachs Bank USA, BofA Securities Inc., BMO Capital Markets, HSBC Securities (USA) Inc., Deutsche Bank Securities Inc., Citigroup Global Markets Inc., Macquarie Capital (USA) Inc. and Nomura are leading the loan.

The company is also getting $1.7 billion of senior secured notes, which were downsized from a revised amount of $1.825 billion but upsized from an initial amount of $1.625 billion, and €630 million of senior secured notes, which were upsized from a revised amount of $550 million equivalent and an initial amount of $500 million equivalent.

Solenis buying Diversey

Solenis will use the new term loan, bonds and about $2 billion of contributed equity to fund the acquisition of Diversey Holdings Ltd. in a transaction with an enterprise value of about $4.6 billion, to repay existing Diversey net debt, and to pay related fees and expenses.

Under the agreement, Diversey shareholders, other than shareholders affiliated with Bain Capital Private Equity, will receive $8.40 per share in cash. Bain Capital will receive $7.84 per share in cash and will roll over a portion of its shares of Diversey into an affiliate of Solenis in exchange for common and preferred units of such affiliate.

Closing is expected in early July.

Solenis, a Platinum Equity portfolio company, is a Wilmington, Del.-based manufacturer of specialty chemicals used in water-intensive industries. Diversey is a Fort Mill, S.C.-based provider of hygiene, infection prevention and cleaning solutions.

Pediatric reworked

Moving to the primary market, Pediatric Associates trimmed its non-fungible incremental first-lien term loan (B2/B) due December 2028 to $100 million from $125 million, raised pricing to SOFR plus 450 bps from talk in the range of SOFR plus 375 bps to 400 bps, and revised the original issue discount to 96 from 97, a market source said.

As before, the term loan has CSA of 11 bps one-month rate, 26 bps three-month rate and 43 bps six-month rate, a 0.5% floor and 101 soft call protection for six months.

Recommitments were due at 3 p.m. ET on Wednesday, the source added.

Goldman Sachs Bank USA is leading the deal that will be used for general corporate purposes, including to fund future acquisitions and to pay transaction fees and expenses. Credit Suisse is the administrative agent.

TPG Capital and Summit Partners are the sponsors.

Pediatric Associates is a pediatric physician group, offering primary and specialty care, laboratory, diagnostic and care management services, as well as 24/7 telehealth access.

Emerald guidance

Emerald Expositions held its lender call on Wednesday morning and announced talk on its $415 million term loan B due May 22, 2026 at SOFR+10 bps CSA plus 475 bps to 500 bps with a 0% floor, an original issue discount of 97 and 101 soft call protection for one year, according to a market source.

Commitments are due at 3 p.m. ET on June 1, the source added.

BofA Securities Inc. is the left lead on the deal that will be used to refinance an existing $415 million first-lien term loan B.

Emerald Expositions is an owner and operator of business-to-business trade shows.

Emerald Expositions Holdings

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