Rocket Software, Les Schwab, Trace3, iSolved break; Aecom revised; Cedar Fair accelerated

By Sara Rosenberg

New York, April 16 – Rocket Software Inc. upsized its U.S. and euro term loans, and made the U.S. tranche fungible with the existing term loan B while tightening the original issue discount twice, and then the U.S. loan freed to trade on Tuesday.

Also, Les Schwab Tire Centers lowered pricing on its term loan B and adjusted the issue price before breaking for trading, and deals from Trace3 (Escape Velocity Holdings Inc.) and iSolved Inc. made their way into the secondary market as well.

In more happenings, Aecom set the spread on its first-lien term loan B at the low end of talk and revised the original issue discount guidance, and Cedar Fair moved up the commitment deadline for its term loan B.

Furthermore, Spring Education Group, Carnival Corp., Brazos Midstream (Brazos Delaware II LLC), United Natural Foods Inc. and PointClickCare Technologies Inc. released talk with launch, and Press Ganey (Azalea TopCo Inc.) and Ahead DB Holdings LLC joined this week’s primary calendar.

Rocket updated

Rocket Software raised on Tuesday afternoon its U.S. term loan B due November 2028 to $880 million from $735 million and its euro term loan B due November 2028 to €300 million from €250 million, after first coming out with the $735 million and €250 million sizes in the morning, according to a market source. At launch, the debt was described as a $1 billion equivalent U.S. and euro term loan B with tranche sizes to be determined.

Also, the original issue discount on the U.S. term loan was adjusted to 99 in the afternoon from revised talk in the morning of 98.63 after the tranche was made fungible with the existing U.S. term loan, and initial talk of 98.5, the source said.

In addition, portability was removed from both term loans, versus talk at launch of portability subject to a closing total net leverage ratio, the buyer must be either a private equity fund with at least $1 billion in AUM or a strategic, and if private equity then need minimum ratings of B3/B-, and if strategic then need minimum ratings of Ba3/BB-.

As before, the U.S. term loan is priced at SOFR plus 475 basis points with a 0.5% floor, the euro term loan is priced at Euribor plus 475 bps with a 0% floor and a discount of 98.63, the euro term loan is fungible with the existing euro term loan, and both loans (B3/B-/BB-) have 101 soft call protection for six months.

Rocket frees up

Commitments for Rocket Software’s U.S. term loan were due at 1:15 p.m. ET on Tuesday and the loan began trading later in the day, with levels quoted at 99 bid, 99½ offered, a trader added.

RBC Capital Markets, Barclays, Deutsche Bank Securities Inc., UBS Investment Bank, Citigroup Global Markets Inc., HSBC Securities (USA) Inc., Mizuho Securities USA Inc., SMBC and Goldman Sachs Bank USA are leading the deal that will be used with $800 million of senior secured notes, downsized from $1 billion, new cash equity from Rocket Software’s existing shareholders and cash from the balance sheet to fund the $2.275 billion acquisition of OpenText’s Application Modernization and Connectivity business.

Closing is expected in the second quarter, subject to regulatory approvals and other customary conditions.

Pro forma for the transaction, the U.S. term loan B will total $2.28 billion and the euro term loan B will total €875 million.

Rocket Software, a portfolio company of Bain Capital, is a Waltham, Mass.-based provider of enterprise infrastructure software.

Les Schwab flexed, trades

Les Schwab Tire Centers trimmed pricing on its $1.918 billion term loan B (B2/B) to SOFR plus 300 bps from SOFR plus 325 bps, changed the original issue discount talk to a range of 99.75 to par from 99.5, and then firmed the issue price at par after the 11 a.m. ET recommitment deadline passed, a market source said.

The term loan still has a 0% floor and 101 soft call protection for six months.

During the session, the term loan broke for trading, with levels quoted at par bid, par 3/8 offered, another source added.

JPMorgan Chase Bank is leading the deal that will be used to refinance an existing term loan B and for general corporate purposes.

Les Schwab is a Bend, Ore.-based tire retail chain.

Trace3 hits secondary

Trace3’s fungible $225 million covenant-lite incremental term loan B due Oct. 8, 2028 (B3/B) began trading in the afternoon, with levels quoted at 99 1/8 bid, 99½ offered, a market source remarked.

Pricing on the incremental term loan is SOFR plus 425 bps with a 0.5% floor and it was sold at an original issue discount of 99.03. The incremental term loan has 101 soft call protection for six months.

Wells Fargo Securities LLC, Jefferies LLC, Santander and UBS Investment Bank are leading the deal that will be used to fund a shareholder distribution.

American Securities is the sponsor.

Trace3 is an Irvine, Calif.-based technology and software focused IT solutions provider.

iSolved breaks

iSolved’s $623,562,500 first-lien term loan due Oct. 14, 2030 (B2/B) freed up too, with levels quoted at par bid, par 3/8 offered, according to a market source.

Pricing on the term loan is SOFR plus 350 bps with a 0% floor and it was issued at par. The debt has 101 soft call protection for six months.

During syndication, pricing on the term loan firmed at the low end of the SOFR plus 350 bps to 375 bps talk and the discount on the $50 million incremental portion of the term loan was modified from 99.75.

UBS Investment Bank, Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Jefferies LLC and JPMorgan Chase Bank are leading the deal.

The incremental portion of the term loan will be used to fund cash to the balance sheet and for general corporate purposes, and the remainder will reprice the company’s existing $573,562,500 term loan down from SOFR plus 400 bps.

The company is also getting a $75 million repriced revolver due Oct. 14, 2028.

iSolved, backed by Accel-KKR, is a provider of cloud-based human capital management software.

Aecom tweaked

Back in the primary market, Aecom firmed pricing on its $700 million seven-year first-lien term loan B (Baa3/BBB-) at SOFR plus 187.5 bps, the low end of the SOFR plus 187.5 bps to 200 bps talk, and modified the original issue discount talk to a range of 99.5 to 99.75 from just 99.5, a market source said.

The term loan still has a 0% floor and 101 soft call protection for six months.

Commitments are due at 1 p.m. ET on Wednesday, revised from 10 a.m. ET on Wednesday, the source added.

BofA Securities Inc. is the left lead on the term loan B that will be used with a new term loan A to refinance the company’s existing first-lien credit facilities and to add cash to the balance sheet.

Aecom is a Dallas-based provider of professional infrastructure consulting services.

Cedar Fair accelerated

Cedar Fair changed the commitment deadline for its $1 billion term loan B due 2031 (Ba2/BB+) to 9 a.m. ET on Thursday from 10 a.m. ET on Friday, according to a market source.

Talk on the term loan is SOFR plus 250 bps with a 0% floor, an original issue discount of 99.5 and 101 soft call protection for six months.

Goldman Sachs Bank USA, JPMorgan Chase Bank, Wells Fargo Securities LLC, PNC, KeyBanc Capital Markets, Fifth Third, Citizens Bank, HSBC Securities (USA) Inc., Texas Capital and Capital One are leading the deal that will be used to refinance the company’s 5½% senior secured notes due 2025.

The transaction is being done in connection with the merger of Cedar Fair LP and Six Flags Entertainment Corp., under which Cedar Fair unitholders will receive one share of common stock in the combined company for each unit owned, and Six Flags shareholders will receive 0.58 of a share of common stock for each share owned.

Closing is expected in the first half of this year, following Six Flags shareholder and regulatory approvals.

Sandusky, Ohio-based Cedar Fair and Arlington, Tex.-based Six Flags are amusement park operators. Upon closing, the combined company will operate under the name Six Flags and be based in Charlotte, N.C.

Spring guidance

Spring Education Group held its lender call on Tuesday and announced price talk on its $848 million covenant-lite first-lien term loan due October 2030 at SOFR plus 400 bps with a 0% floor, an original issue discount of 99.75 for new money and an issue price of par for existing lenders, a market source remarked.

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

Commitments are due at noon ET on Friday.

Macquarie Capital (USA) Inc. is leading the deal that will be used to reprice the company’s existing term loan down from SOFR plus 450 bps with a 25 bps step-down tied to total net opco leverage and a 0% floor.

Spring Education, backed by Primavera Capital, is a Campbell, Calif.-based private pre-K through 12th grade school operator.

Carnival launches

Carnival emerged in the morning with plans to hold a lender call at 10 a.m. ET to launch a $1 billion term loan due 2027 and a $1.748 billion term loan due 2028, both talked at SOFR plus 275 bps with a 0.75% floor, an original issue discount of 99.875 to par and 101 soft call protection for six months, according to a market source.

Commitments are due at 5 p.m. ET on Thursday, the source added.

JPMorgan Chase Bank is the left lead on the deal (BB+).

The loans will be used to reprice an existing 2027 term loan down from SOFR plus 300 bps with a 0.75% floor and an existing 2028 term loan down from SOFR plus 325 bps with a 0.75% floor.

With this transaction, the 2027 term loan is being paid down from $1.3 billion and the existing 2028 term loan is being down from $1.248 billion.

Carnival is a Miami-based cruise operator.

Brazos repricing

Brazos Midstream launched in the morning without a lender call a $750 million term loan B due Feb. 11, 2030 (B1/B+) talked at SOFR plus 350 bps with a 0.5% floor, an original issue discount of 99.75 to par for net new money, a par issue price for existing money and 101 soft call protection for six months, a market source said.

Commitments are due at noon ET on Friday, the source added.

Barclays is the left lead on the deal that will be used to reprice an existing term loan B down from SOFR plus 375 bps with a 0.5% floor.

Brazos is a Fort Worth-based natural-gas and crude-oil midstream company.

United Natural refinancing

United Natural Foods surfaced in the morning with plans to hold a lender call at noon ET to launch a $500 million seven-year term loan (B+) talked at SOFR plus 500 bps to 525 bps with a 0% floor, an original issue discount of 97 to 98, and call protection of 102 in year one and 101 in year two, according to a market source.

Commitments are due at 5 p.m. ET on April 25, the source added.

JPMorgan Chase Bank is leading the deal that will be used with a $130 million first-in-last-out facility and a $15 million asset-based revolver draw to refinance an existing $645 million senior secured first-lien term loan due 2025 priced at SOFR plus 325 bps with a 0% floor.

Closing is expected this month.

United Natural Foods is a Providence, R.I.-based grocery wholesaler.

PointClickCare holds call

PointClickCare Technologies held a lender call at 11 a.m. ET, launching a $392 million term loan B due December 2027 talked at SOFR+CSA plus 300 bps with a 0.75% floor, an original issue discount of 99.875 to par and 101 soft call protection for six months, a market source remarked. CSA is ARRC standard of 11.448 bps one-month rate, 26.161 bps three-month rate and 42.826 bps six-month rate.

Commitments are due at 5 p.m. ET on Thursday, the source added.

JPMorgan Chase bank is the left lead on the deal that will be used to reprice an existing $392 million incremental term loan B due December 2027 and combine the tranche with an existing $436.5 million term loan B due December 2027.

PointClickCare, headquartered in Canada, is a cloud-based health care software provider.

Press Ganey on deck

Press Ganey set a lender call for 10 a.m. ET on Wednesday to launch a $1.825 billion seven-year term loan B, 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 April 24, the source added.

Barclays is leading the deal that will be used to repay revolver borrowings, first-lien term loans and second-lien notes, and to redeem Series A preferred stock, including fees and expenses.

Press Ganey is a provider of mission-critical experience management solutions for healthcare providers and payors, pharmaceutical companies and other complex industries outside the healthcare industry.

Ahead joins calendar

Ahead DB scheduled a lender call for noon ET on Wednesday to launch a $614 million term loan due February 2031, a market source said.

Commitments are due at noon ET on April 23, the source added.

RBC Capital Markets is the left lead on the deal that will be used to extend an existing $614 million first-lien term loan-1 from October 2027 to be co-terminous with an existing first-lien term loan-2.

Berkshire Partners and Centerbridge Partners are the sponsors.

Ahead DB is a Chicago-based IT solutions provider of enterprise hardware and software.

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