Univar breaks; Ensemble Health, Ineos, Heritage Grocers, Nord Anglia revisions emerge

By Sara Rosenberg

New York, June 22 – Univar Solutions Inc. increased the size of its U.S. and euro term loans for a second time and finalized the original issue discount on the tranches at the tight end of revised guidance before freeing up for trading on Thursday.

Also, Ensemble Health Partners revised the issue price on its incremental term loan B, Ineos Enterprises Holdings Ltd. updated sizes, spreads and original issue discounts on its U.S. and euro term loans, and Heritage Grocers Group changed the original issue discount on its add-on term loan B and added soft call protection.

In addition, Nord Anglia Education (Fugue Finance LLC) upsized its add-on term loan B and adjusted the issue price, and Dave & Buster’s Inc. released price talk on its term loan B in connection with its lender call.

Univar reworked

Univar lifted its U.S. seven-year term loan B to $2.4 billion from a revised size of about $2.25 billion and an initial size of $1.75 billion and raised its euro seven-year term loan B to €870 million from a revised amount of about $850 million euro equivalent and an initial amount of $550 million euro equivalent, according to a market source.

Furthermore, the original issue discount on both term loans (B2/B+/BB+) was set at 98, the tight end of revised talk of 97.5 to 98, and tighter than initial talk in the range of 97 to 97.5, the source said.

As before, the U.S. and euro term loans are priced at SOFR/Euribor plus 450 basis points with a 0% floor, and have 101 soft call protection for six months, and the U.S. term loan has a ticking fee of half the margin starting on day 46 and the full margin plus three-month SOFR starting on day 91.

Earlier in syndication, some changes were made to documentation.

JPMorgan Chase Bank, Apollo, BMO Capital Markets, BNP Paribas Securities Corp., Credit Suisse, HSBC Securities, Mizuho, RBC Capital Markets, Wells Fargo Securities LLC, TD Securities and Fifth Third are leading the deal.

Univer hits secondary

Recommitments for Univar were due at 10 a.m. ET on Thursday, and the U.S. term loan freed to trade later in the day with levels quoted at 98¼ bid, 98¾ offered, another source added.

In addition to the term loans, the company is getting a $1.4 billion asset-based revolver.

The credit facilities will be used with $800 million of senior secured bonds, downsized from a revised amount of about $1 billion and an initial amount of $1.8 billion, and $3.8 billion of equity to fund the buyout of the company by Apollo and minority investor Abu Dhabi Investment Authority for $36.15 per share in cash in a transaction with an enterprise value of about $8.1 billion and to refinance existing debt. The additional roughly $50 million raised through the upsizing of the term loans will be used for general corporate purposes.

Closing is expected in the second half of this year, subject to customary conditions.

Univar is a Downers Grover, Ill.-based specialty chemical and ingredient distributor.

Ensemble revised

Ensemble Health Partners moved the original issue discount on its fungible $297.75 million incremental term loan B due August 2026 to 99.5 from 99.28, a market source remarked.

Like the existing term loan B, the incremental term loan is priced at SOFR+10 bps CSA plus 375 bps with a 0% floor.

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

Goldman Sachs Bank USA, Deutsche Bank Securities Inc., Fifth Third, JPMorgan Chase Bank, Wells Fargo Securities LLC and Antares Capital are leading the deal that will be used to refinance the company’s existing 2022 incremental term loan B, and to pay accrued and unpaid interest thereon and fees and expenses.

Berkshire Partners, Warburg Pincus, Bon Secours Mercy Health and Golden Gate Capital are the sponsors.

Ensemble Health is a Cincinnati-based provider of technology-enabled, end-to-end revenue cycle management services to hospitals and health systems.

Ineos tweaked

Ineos firmed the size of its U.S. seven-year senior secured term loan B at $550 million, versus revised talk of minimum $500 million, and modified the size of its euro seven-year senior secured term loan B to minimum €500 million from revised talk of minimum €300 million, a market source said. At launch, the total deal size was described as €650 million equivalent U.S and euro term loan B.

The euro tranche may grow depending on euro cashless roll on the company’s euro term loan B due 2026.

Furthermore, pricing on the U.S. term loan was trimmed to SOFR plus 375 bps from talk in the range of SOFR plus 400 bps to 425 bps, pricing on the euro term loan was set at Euribor plus 400 bps, the low end of the Euribor plus 400 bps to 425 bps talk, and the original issue discount on both loans finalized at 98.5, the tight end of the 98 to 98.5 talk, the source continued.

Both term loans still have a 0% floor, and the U.S. term loan still has 10 bps CSA.

Ineos lead banks

Barclays is the global coordinator on Ineos’ U.S. loan, and Barclays, MUFG and NatWest are the joint global coordinators and physical bookrunners on the euro loan. ABN Amro, Banco Santander, Fifth Third and JPMorgan are mandated lead arrangers. Barclays is the administrative agent.

Commitments for the U.S. term loan, including cashless roll forms on the company’s U.S. term loan B due 2026, were due at 5 p.m. ET on Thursday, new money commitments for the euro term loan are due at 4 a.m. ET on Friday, and cashless roll forms for the euro term loan are due at 7 a.m. ET on Friday, the source added.

The loans will be used to refinance the company’s initial U.S. term loan B, to pay transaction fees and expenses, for working capital and for general corporate purposes, including acquisitions and the repayment of existing debt, and funds from the upsizings will repay existing debt.

Ineos Enterprises is a London-based specialty and commodity chemical producer.

Heritage modified

Heritage Grocers adjusted the original issue discount on its fungible $460 million add-on term loan B (B2/B) due Aug. 1, 2029 to 97.5 from 97 and added 101 soft call protection for six months that will start on Aug. 1 when the existing 101 hard call protection expires, according to a market source.

Pricing on the add-on term loan is SOFR+10 bps CSA plus 675 bps with a 0.75% floor, in line with pricing on the company’s existing $432 million term loan B due Aug. 1, 2029.

Commitments continued to be due at 5 p.m. ET on Thursday, the source added.

RBC Capital Markets, Wells Fargo Securities LLC, Rabobank, Natixis, BMO Capital Markets, Deutsche Bank Securities Inc., Jefferies LLC and Nomura are leading the deal that will be used to help fund the acquisition of El Rancho Supermercado, an Addison, Tex.-based Hispanic-focused specialty grocer.

Heritage Grocers is an Ontario, Calif.-based Hispanic-focused specialty grocer that was formed through the merger of Tony’s Fresh Market and Cardenas Market.

Nord Anglia updated

Nord Anglia accelerated in the morning the commitment deadline for its fungible $250 million add-on term loan B due January 2028 to 5 p.m. ET on Thursday from 10 a.m. ET on Friday, and then in the afternoon announced that the add-on term loan was upsized to $300 million and the original issue discount was changed to 99.5 from talk in the range of 98.75 to 99, a market source remarked.

Pricing on the add-on term loan is SOFR plus 450 bps with a 0.5% floor, in line with pricing on the company’s existing $608 million term loan B due January 2028.

Recommitments are due at 10 a.m. ET on Friday, with allocations expected thereafter, the source added.

Deutsche Bank Securities Inc. and JPMorgan Chase Bank are joint physical bookrunners on the deal, and HSBC is a passive bookrunner. Citigroup Global Markets Inc., DBS, Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc., Standard Chartered, BofA Securities Inc. and E. Sun are joint bookrunners. HSBC is the administrative agent. JPMorgan is the fronting bank.

The loan will be used by the London-based K-12 schools platform to repay revolver borrowings and for general corporate purposes, including acquisitions.

BPEA EQT and CPP Investments are the sponsors.

Dave & Buster’s guidance

Dave & Buster’s held its lender call on Thursday morning and announced price talk on its $844 million covenant-lite term loan B due June 2029 at SOFR+10 bps CSA plus 375 bps with a 0.5% floor and an original issue discount of 98.5 to 99, according to a market source.

The term loan has 101 soft call protection for six months.

Commitments are due at 5 p.m. ET on Wednesday.

Deutsche Bank Securities Inc. is the left lead on the deal that will be used to refinance an existing $844 million term loan B due June 2029 priced at SOFR+10 bps CSA plus 500 bps with a 0.5% floor.

Dave & Buster’s is a Coppell, Tex.-based owner and operator of entertainment and dining venues.

Loan indices mixed

In other news, IHS Markit’s iBoxx loan indices were mixed on Wednesday, with the Leveraged Loan indexes (MiLLi) closing out the day up 0.02% and the Liquid Leveraged Loan indices (LLLi) closing out the day down 0.02%.

Month to date, the MiLLi is up 1.58% and year to date it is up 5.55%, and the LLLi is up 1.68% month to date and up 5.59% year to date.

Average secondary market bids in the U.S. on Wednesday were 91.38, down 0.08% from the previous day and down 0.54% year to date.

According to the IHS Markit data, some of the top advancers on Wednesday were HealthChannels’ April 2018 covenant-lite term loan at 70.67, up from 56.33, CBS Radio/Entercom Media’s December 2019 covenant-lite term loan at 49.17, up from 48.11, and Cincinnati Bell’s November 2021 covenant-lite term loan B-2 at 94.94, up from 93.73.

Some top decliners on Wednesday were New Trojan/Careismatic’s January 2021 covenant-lite term loan at 53.13, down from 59.3, Shutterfly’s July 2021 covenant-lite term loan at 57.06, down from 60.25, and National CineMedia’s June 2018 term loan B at 28.73, down from 29.59.

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