Wayne Fueling Systems updates first-, second-lien term loan pricing

By Sara Rosenberg

New York, June 17 – Wayne Fueling Systems LLC (Alfred Fueling Systems) cut pricing on its $285 million seven-year covenant-light first-lien term loan (B1) to Libor plus 375 basis points from Libor plus 400 bps and firmed the spread on its $100 million eight-year covenant-light second-lien term loan (Caa1) at Libor plus 750 bps, the wide end of the Libor plus 725 bps to 750 bps talk, according to a market source.

Also, a step-down was added to the first-lien term loan to Libor plus 350 bps at 5 times total leverage, the source said.

In addition, the call protection on the second-lien loan was sweetened to 103 in year one, 102 in year two and 101 in year three from 102 in year one and 101 in year two.

Both term loans still have a 1% Libor floor, the first-lien term loan still has an original issue discount of 99˝, 101 soft call protection for six months and amortization of 1% per annum, and the second-lien term loan still has a discount of 99.

The company’s $460 million senior secured credit facility also provides for a $75 million five-year revolver (B1).

Included in the revolver is a maximum first-lien leverage covenant that will be tested quarterly when the outstanding amount exceeds 30% of the total commitment, excluding the $30 million letter-of-credit carve-out, and set at a 35% cushion.

There is a $75 million accordion, plus additional amounts subject to a 4.50 times total first-lien leverage test and a 6.25 times total net leverage test, and 50 bps MFN for 12 months.

Mandatory prepayments are 100% of asset sale proceeds with reinvestment rights, 100% of debt issuance proceeds other than permitted debt, and 50% of excess cash flow subject to a step-down to 25% at first-lien leverage of 4 times and a step-down to 0% at first-lien leverage of 3.5 times.

Recommitments were due at 2 p.m. ET on Tuesday, the source added.

Citigroup Global Markets Inc., UBS AG, Credit Suisse Securities (USA) LLC and BNP Paribas Securities Corp. are the bookrunners on the deal.

Proceeds will be used to help fund the company’s buyout by Riverstone Holdings LLC from GE.

Closing is expected on June 20.

Wayne is an Austin, Texas-based designer, manufacturer and servicer of fuel dispensers and forecourt technologies.

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