Ellie Mae, E.W. Scripps free up; Ultimate Software, Greenhill, Perstorp changes surface

By Sara Rosenberg

New York, April 5 – Ellie Mae Inc.’s credit facilities broke for trading during Friday’s market hours, with the first-lien term loan quoted above its original issue discount, and E.W. Scripps Co.’s incremental term loan B freed up too.

Meanwhile, in the primary market, Ultimate Software Group Inc. trimmed the spread on its first-lien term loan, added a leverage-based step-down and tightened the issue price.

Additionally, Greenhill & Co. Inc. increased the size of its first-lien term loan, firmed pricing at the low end of guidance and adjusted the original issue discount, and Perstorp Holding AB widened the spread and issue price on its U.S. and euro term loans.

Ellie Mae starts trading

Ellie Mae’s credit facilities emerged in the secondary market on Friday, with the $965 million seven-year first-lien term loan (B2/B/BB) quoted at 99¾ bid, par ¼ offered, a market source remarked.

Pricing on the first-lien term loan is Libor plus 400 basis points with a 25 bps leveraged based step-down and a 0% Libor floor. The loan was sold at an original issue discount of 99.5 and has 101 soft call protection for six months.

During syndication, the discount on the term loan was revised from 99.

The company’s $1,425,000,000 of credit facilities also include a $75 million five-year revolver (B2/B/BB) and a $385 million privately placed eight-year second-lien term loan.

Jefferies LLC, Macquarie Capital (USA) Inc. and Nomura are leading the deal that will be used to help fund the buyout of the company by Thoma Bravo LLC for $99.00 in cash per share, or about $3.7 billion.

Closing is expected this month, subject to approval by Ellie Mae stockholders and regulatory authorities and customary conditions.

Ellie Mae is a Pleasanton, Calif.-based cloud-based platform provider for the mortgage finance industry.

E.W. Scripps breaks

E.W. Scripps’ $765 million seven-year covenant-lite incremental term loan B (Ba3/BB) began trading as well, with levels seen at 99¾ bid, par ¼ offered on the break and then it moved up to par bid, par ½ offered, a market source said.

The term loan is priced at Libor plus 275 bps with a 0% Libor floor and it was sold at an original issue discount of 99.5. The debt has 101 soft call protection for six months.

During syndication, the term loan was upsized from $525 million, pricing was reduced from talk in the range of Libor plus 300 bps to 325 bps and the discount was changed from 99.

Wells Fargo Securities LLC, Bank of America Merrill Lynch, J.P. Morgan Securities LLC, Morgan Stanley Senior Funding Inc. and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to fund the $521 million acquisition of 15 television stations from Cordillera Communications, and, due to the recent upsizing, to help fund the pending acquisition of eight television stations from the Nexstar Media Group Inc.-Tribune Media merger divestitures for $580 million.

E.W. Scripps is a Cincinnati-based broadcasting and digital media company.

Ultimate Software revised

Switching to the primary market, Ultimate Software reduced pricing on its $2.3 billion seven-year covenant-lite first-lien term loan to Libor plus 375 bps from talk in the range of Libor plus 400 bps to 425 bps, added a 25 bps step-down at 5 times total net leverage and modified the original issue discount to 99.75 from 99.5, according to a market source.

As before, the term loan has a 0% Libor floor and 101 soft call protection for six months.

The company’s $2,575,000,000 of first-lien credit facilities (B2/B) also include a $275 million revolver.

Recommitments were due at 5 p.m. ET on Friday, the source said.

Credit Suisse Securities (USA) LLC, Nomura, Bank of America Merrill Lynch, BNP Paribas Securities Corp. and Ares are leading the deal.

Along with the first-lien credit facilities, the company is getting a $900 million privately placed second-lien term loan that was committed by Ares and GSO.

Ultimate being acquired

Ultimate Software’s new debt will be used with up to $8,133,000,000 of equity to fund its buyout by an investor group led by Hellman & Friedman for $331.50 per share in cash, representing an aggregate value of about $11 billion.

The Hellman & Friedman-led investor group includes Blackstone, GIC, Canada Pension Plan Investment Board and JMI equity.

Closing is expected in mid-2019, subject to stockholder approval, regulatory approvals and other customary conditions.

Ultimate Software is a Weston, Fla.-based provider of human capital management solutions in the cloud.

Greenhill tweaked

Greenhill raised its five-year first-lien term loan (Ba2/BB) to $375 million from $360 million, finalized the spread at Libor plus 325 bps, the low end of the Libor plus 325 bps to 350 bps talk and changed the original issue discount to 99.5 from 99, according to a market source.

The term loan still has a 0% Libor floor and 101 soft call protection for one year.

Recommitments were due at noon ET on Friday, the source said.

Goldman Sachs Bank USA is leading the deal that will be used to refinance the company’s existing first-lien term loan and to fund cash to the balance sheet.

Greenhill is a New York-based independent investment bank.

Perstorp updated

Perstorp Holding raised pricing on its $386,172,000 seven-year covenant-lite term loan B and €510 million seven-year covenant-lite first-lien term loan B to Libor/Euribor plus 475 bps from the Libor/Euribor plus 450 bps area and widened the original issue discount to 98.5 from 99, a market source remarked.

Both term loans still have a 0% floor and 101 soft call protection for six months.

The company’s credit facilities (B2/B) also include a €100 million 6.5-year revolver.

Goldman Sachs, Bank of America Merrill Lynch and Nordea are leading the deal, with Goldman left on the U.S. loan. All three bank are joint leads on the euro loans.

The new credit facilities will be used to refinance existing debt and pay related fees and expenses.

Perstorp is a Malmo, Sweden-based specialty chemicals producer.

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