Perspecta, Ensono, Highline, Plastipak, HydroChemPSC break; Fusion, R1 RCM, USIC set changes

By Sara Rosenberg

New York, April 30 – Perspecta Inc. increased the size of its term loan B while setting the spread at the high end of guidance and tightening the original issue discount, decreased the size of its term loan A-2, and then freed up for trading on Monday, and deals from Ensono LP, Highline Aftermarket Acquisition LLC, Plastipak Holdings Inc. and HydroChemPSC emerged in the secondary market too.

In addition, Fusion came out with new tranching, pricing and maturities on its credit facilities, and R1 RCM Inc. widened spread talk as well as the original issue discount on its term loan B and extended the call protection.

Also, USIC Holdings Inc. lifted the size of its add-on term loan and adjusted the original issue discount, AlixPartners LLP tightened the issue price on its incremental term loan B, and Albertsons Cos. Inc. upsized its term loan.

Furthermore, GFL Environmental Inc., Vistra Group, Avolon, MHS Holdings Inc., Paysafe, Arterra Wines Canada Inc. and CityCenter Holdings LLC announced price talk with launch, and Brazos Midstream (Bison Midstream Holdings LLC), NorthStar Financial Services Group LLC and NEP Group Inc. joined this week’s primary calendar.

Perspecta updated

Perspecta raised its term loan B to $500 million from $400 million, finalized pricing at Libor plus 225 basis points, the wide end of the Libor plus 200 bps to 225 bps talk, and moved the original issue discount to 99.875 from 99.75, according to a market source.

Additionally, the company scaled back its term loan A-2 to $1.5 billion from $1,535,000,000, the source said. This tranche is priced at Libor plus 175 bps.

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

The company’s now $3.1 billion of senior credit facilities also include a $600 million revolver priced at Libor plus 175 bps and a $500 million term loan A-1 priced at Libor plus 162.5 bps.

Recommitments for the term loan B were due at 1 p.m. ET on Monday.

Perspecta hits secondary

After terms finalized, Perspecta’s credit facilities started trading, with the term loan B quoted at par 1/8 bid, par 3/8 offered and then it rose to par 3/8 bid, par 5/8 offered, the source added.

MUFG, Bank of America Merrill Lynch, J.P. Morgan Securities LLC, Mizuho and RBC Capital Markets are leading the deal that will be used to help fund the spinoff of the company from DXC Technology, to refinance existing debt, for general corporate purposes, and, due to the upsizing, to contribute additional cash to the balance sheet.

Perspecta will be combined with Vencore Holding Corp. and KeyPoint Government Solutions to create a mission-enabled, end-to-end IT services and mission solutions provider to government customers at the U.S. federal, state and local level.

Pro forma total secured net leverage will be 3.7 times.

Closing is expected by the end of May.

Ensono frees up

Ensono’s $460 million seven-year covenant-light first-lien term loan (B2/B) broke for trading, with levels quoted at 99¾ bid, par ¾ offered, a trader said.

Pricing on the first-lien term loan is Libor plus 525 bps with a 0% Libor floor and it was sold at an original issue discount of 99. The debt has 101 soft call protection for six months.

During syndication, pricing on the first-lien term loan was set at the high end of the Libor plus 500 bps to 525 bps talk and the discount was changed from 99.5.

The company’s first-lien senior secured credit facilities also include a $60 million five-year revolver (B2/B).

Morgan Stanley Senior Funding Inc., Barclays, RBC Capital Markets and TD Securities (USA) LLC are leading the debt that will be used to help fund the acquisition of Wipro Ltd.’s hosted data center services business for $405 million.

Closing is expected in late May.

Ensono is a Chicago-based hybrid IT services provider.

Highline tops par

Highline Aftermarket’s credit facilities freed up as well, with the $368 million seven-year covenant-light term loan seen at par 3/8 bid, par ¾ offered, according to a trader.

Pricing on the term loan is Libor plus 350 bps with a step-down to Libor plus 325 bps based on leverage and a 1% Libor floor. The loan was sold at an original issue discount of 99.75 for new money and par for old money, and has 101 soft call protection for six months.

During syndication, pricing on the term loan finalized at the low end of the Libor plus 350 bps to 375 bps talk, the step-down was added, the discount for new money was tightened from 99.5 and the issue price for old money was revised from 99.75.

The company’s $408 million of senior secured credit facilities (B2/B) also include a $40 million five-year revolver priced at Libor plus 350 bps with a 1% Libor floor.

BNP Paribas Securities Corp. is leading the deal that will be used to refinance existing bank and mezzanine debt, and to fund the acquisition of South/Win, a Greensboro, N.C.-based manufacturer of automotive fluids.

Highline Aftermarket is a Memphis-based manufacturer and distributor of packaged automotive chemicals, lubricants and parts.

Plastipak starts trading

Plastipak’s $646.75 million covenant-light term loan B due Oct. 14, 2024 emerged in the secondary market too, with levels seen at par ¼ bid, par 5/8 offered before moving up to par 3/8 bid, par ¾ offered, a market source remarked.

Pricing on the loan is Libor plus 250 bps with no floor and it was issued at par. The loan has 101 soft call protection for six months.

Wells Fargo Securities LLC is the left lead on the deal that will be used to reprice an existing term loan down from Libor plus 275 bps with a 1% Libor floor.

Plastipak is a Plymouth, Mich.-based designer, manufacturer and supplier of rigid plastic packaging containers.

HydroChemPSC breaks

HydroChemPSC’s $459 million first-lien term loan (B2/BB-) due Oct. 5, 2024 also freed up, with levels quoted at par ½ bid, 101¼ offered, a market source said.

Pricing on the term loan is Libor plus 375 bps with a 1% Libor floor and it was issued at par. The debt has 101 soft call protection for six months.

Goldman Sachs Bank USA is leading the deal that will be used to reprice an existing term loan down from Libor plus 425 bps with a 1% Libor floor.

HydroChemPSC is an industrial cleaning and specialty maintenance provider.

Fusion restructured

Back in the primary market, Fusion upsized its first-lien term loan B to $530 million from $500 million, raised pricing to Libor plus 750 bps from talk in the range of Libor plus 675 bps to 725 bps, changed the original issue discount talk to a range of 96 to 97 from a range of 98.5 to 99, revised the call protection to non-callable for one year, then a 101 soft call for months 13 through 24, from 101 soft call protection for six months, shortened the maturity to five years from seven years, and increased amortization was to 5% per annum in years one and two and 7.5% per annum thereafter, from 2.5% per annum, a market source said.

The company also reduced pricing on its $70 million second-lien term loan to Libor plus 1,050 bps from Libor plus 1,150 bps, moved the discount talk to a range of 96 to 96.25 from 97.75, modified the call protection to non-callable for 18 months, then at 104 for months 19 through 24 and 102 for months 25 through 36, from non-callable for a period to be determined with step-downs, and shortened the maturity to 5.5 years from 7.5 years.

The term loan B and second-lien term loan still have a 1% Libor floor.

Furthermore, the company downsized its revolver to $40 million from $50 million, and added a $40 million four-year first-lien term loan A to its capital structure that is talked at Libor plus 500 bps with a 1% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, the source continued.

Fusion lead banks

Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc. and MUFG are leading Fusion’s now $680 million credit facilities.

Recommitments are due at 4 p.m. ET on Wednesday, the source added.

The deal first launched to investors with a bank meeting on Feb. 15.

The credit facilities will be used to refinance debt in connection with the all-stock merger of Fusion and the Cloud and Business Services customers, operations and infrastructure of Birch Communications.

Fusion is a New York-based cloud services provider.

R1 RCM tweaks deal

R1 RCM lifted price talk on its $270 million seven-year term loan B to a range of Libor plus 525 bps to 550 bps from a range of Libor plus 475 bps to 500 bps, widened the original issue discount to 97 from 99.5, extended the 101 soft call protection to one year from six months and added a net first-lien leverage covenant to the previously covenant-light loan, a market source remarked.

The term loan still has a 0% Libor floor.

The company’s $295 million of credit facilities (B1/B) also include a $25 million five-year revolver.

Recommitments were due at 5 p.m. ET on Monday, the source added.

Bank of America Merrill Lynch and Ares are leading the deal that will be used with $104 million of cash on hand and $110 million private placed eight-year subordinated PIK toggle notes to fund the acquisition of the health care division of Intermedix Corp.

First-lien leverage is 3.4 times and total leverage is 4.8 times based on fiscal year Dec. 31, 2017 pro forma adjusted EBITDA of $79 million, including $15 million of expected synergies.

R1 RCM, a Chicago-based provider of revenue cycle management and physician advisory services to health care providers, expects to close on the transaction this week.

USIC add-on revised

USIC Holdings upsized its fungible add-on senior secured first-lien term loan (B2/B) due December 2023 to $100 million from $75 million and tightened the original issue discount to 99.75 from 99.5, a market source said.

As before, the add-on term loan and repricing of the company’s existing $667 million senior secured first-lien term loan (B2/B) due December 2023 are priced at Libor plus 325 bps with a 25 bps step-down at 4.25 times first-lien net leverage after Sept. 30, 2018 and a 1% Libor floor, the repricing is offered a par, and all of the debt is getting 101 soft call protection for six months.

Recommitments are due at 10 a.m. ET on Tuesday, the source added.

Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc. and Antares Capital are leading the deal.

The add-on term loan will be used for mergers and acquisitions and for general corporate purposes, and the repricing will take the existing term loan down from Libor plus 350 bps with a 1% Libor floor.

USIC is an Indianapolis-based provider of underground utility locating services.

AlixPartners tightens price

AlixPartners changed the issue price on its fungible $170 million incremental covenant-light term loan B (B+) due April 2024 to par from 99.75, according to a market source.

Like the existing term loan B, the incremental loan is priced at Libor plus 275 bps with a 0% Libor floor.

Recommitments were due at the end of the day on Monday, the source said.

Deutsche Bank Securities Inc. is the left lead on the deal that will be used for a dividend recapitalization.

AlixPartners is a New York-based performance improvement, corporate turnaround and financial advisory services firm.

Albertsons upsized

Albertsons raised its five-year asset-based last-out term loan to $1.5 billion from $1.2 billion, and left talk at Libor plus 350 bps with a 0% Libor floor, an original issue discount of 99.5, 101 soft call protection for six months and a ticking fee of half the margin from days 46 to 75, the full margin from days 76 to 105 and the full margin plus Libor thereafter, a market source said.

Commitments remain due at noon ET on Wednesday, the source added.

Bank of America Merrill Lynch, Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc., Barclays, Deutsche Bank Securities Inc., RBC Capital Markets, Wells Fargo Securities LLC and MUFG are leading the deal that will be used to refinance existing debt at Rite Aid Corp., and if applicable, fund the cash portion of the Rite Aid merger.

Albertsons is a Boise, Idaho-based food and drug retailer. Rite Aid is a Camp Hill, Pa., national drugstore chain.

GFL details surface

GFL Environmental held its lender call on Monday, launching a $435 million seven-year senior secured covenant-light term loan B (BB-) talked at Libor plus 275 bps to 300 bps with a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, according to a market source.

Of the total term loan B amount, $100 million is delayed-draw through Sept. 30 available only to finance acquisitions and if the acquisition is levered at 6.25 times or less. This piece has a ticking fee of half the margin from days 31 to 60 and the full margin thereafter, the source said.

Citigroup Global Markets Inc., RBC Capital Markets, Barclays and BMO Capital Markets are leading the deal that will be used to help fund the buyout of the company by BC Partners, Ontario Teachers’ Pension Plan and GIC and refinance some existing debt. The transaction implies a total GFL enterprise value of about $5,125,000,000.

GFL seeks amendment

In addition to the new loan, GFL Environmental is asking lenders for an amendment to its existing $370 million senior secured term loan B due Sept. 30, 2023 and C$128 million term loan B due Sept. 30, 2023 to allow the debt to stay in place with the buyout.

Lenders are being offered a 25 bps amendment fee.

Consents from existing lenders are due at 5 p.m. ET on May 8 and commitments for the term loan B are due at noon ET on May 9, the source added.

Closing is expected on May 31.

GFL Environmental is a Vaughan, Ont.-based waste management services company.

Vistra reveals talk

Vistra Group announced talk of Libor plus 300 bps with a 1% Libor floor, an original issue discount of 99.75 and 101 soft call protection for six months on its roughly $575 million senior secured first-lien term loan due October 2022 that launched with a lender call during the session, a market source said.

Commitments are due on Friday, the source added.

Goldman Sachs Bank USA is leading the deal that will be used to refinance an existing $285.9 million first-lien term loan priced at Libor plus 325 bps with a 1% Libor floor, to fund an acquisition and for general corporate purposes.

Baring Private Equity is the sponsor.

Vistra Group is a provider of company formations, trust, corporate and fund administration services.

Avolon holds call

Avolon hosted a lender call at noon ET to launch a $4,962,500,000 senior secured term loan B-3 due Jan. 15, 2025 talked at Libor plus 175 bps with a 0.75% Libor floor, an original issue discount of 99.75 and 101 soft call protection for six months, a market source remarked.

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

Morgan Stanley Senior Funding Inc. is leading the deal that will be used to extend and reprice the company’s existing term loan B-2.

Avolon is an Ireland-based provider of aircraft leasing and lease management services.

MHS launches

MHS Holdings launched with an afternoon call its fungible $200 million add-on term loan B and repricing of its existing $263 million term loan B at talk of Libor plus 375 bps with a 1% Libor floor, 101 soft call protection for six months, an original issue discount of 99.75 on the add-on and a par issue price on the repricing, according to a market source.

Commitments are due at 5 p.m. ET on May 8, the source said.

RBC Capital Markets is the left lead on the deal.

The add-on term loan will be used to fund a dividend and the repricing will take the existing loan down from Libor plus 500 bps with a 1% Libor floor.

Thomas H. Lee Partners LP is the sponsor.

MHS is a Louisville, Ky.-based provider of e-commerce infrastructure.

Paysafe floats OID

Paysafe came out with original issue discount talk of 99 to 99.5 on its $600 million incremental term loan due January 2025 and $200 million euro equivalent incremental term loan due January 2025 that launched with a morning lender call, a market source said.

As previously reported, pricing on the U.S. term loan is Libor plus 350 bps with a 1% Libor floor, pricing on the euro term loan is Euribor plus 325 bps with a 0% floor, and both loans have 101 soft call protection through July 3, 2018, which matches the call protection on the existing term loans.

Commitments are due at 5 p.m. ET/5 p.m. GMT on May 8.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to help fund the acquisition of iPayment Holdings Inc.

Closing is expected in the second quarter, subject to final regulatory approvals.

Paysafe is an Isle of Man-based provider of end-to-end payment solutions. iPayment is a Westlake Village, Calif.-based provider of payment processing solutions.

Arterra guidance

Arterra Wines held its call in the afternoon, launching its fungible $130 million incremental senior secured covenant-light term loan B-1 (B1/B) due Dec 15, 2023 at talk of Libor plus 275 bps with a 1% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, a market source remarked.

Commitments are due at noon ET on May 7, the source added.

Morgan Stanley Senior Funding Inc. is leading the deal that will be used to refinance existing second-lien debt and fund cash to the balance sheet for general corporate purposes.

Arterra, formerly known as Constellation Brands Canada, is a Mississauga, Ont.-based producer and distributor of wine brands.

CityCenter comes to market

CityCenter launched with a lender call at 2:30 p.m. ET a fungible $200 million add-on term loan that is talked at Libor plus 250 bps with a 0.75% Libor floor and an original issue discount of 99.75 to par, according to a market source.

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

Bank of America Merrill Lynch is leading the deal that will be used with cash on hand to pay a dividend of $400 million to the company’s shareholders.

CityCenter, which is 50% owned by a wholly owned subsidiary of MGM Resorts International and 50% owned by Infinity World Development Corp., is an urban mixed-use development on the Las Vegas Strip.

Brazos timing emerges

Brazos Midstream set a bank meeting for 10 a.m. ET on Wednesday to launch its $950 million of credit facilities, a market source said.

The facilities consist of a $50 million super-priority revolver and a $900 million seven-year first-lien term loan that has 101 soft call protection for six months, the source added.

Jefferies LLC and RBC Capital Markets are leading the deal, which will be used to help fund the roughly $1.75 billion acquisition of the company by North Haven Infrastructure Partners II, an investment fund managed by Morgan Stanley Infrastructure, and to fund $165 million of cash into a funded capex and interest reserve account.

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

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

NorthStar on deck

NorthStar Financial Services Group will hold a bank meeting in New York on Thursday to launch $405 million in term loans, a market source remarked.

The debt is split between a $290 million first-lien term loan and a $115 million second-lien term loan, the source added.

Antares Capital, Macquarie Capital (USA) Inc. and Citizens Bank are leading the deal that will be used to fund the acquisition of FTJ FundChoice LLC, a turnkey asset management firm, from Seaport Capital.

Closing is expected in the second quarter, subject to customary conditions.

NorthStar, a portfolio company of TA Associates, is a financial services company.

NEP readies loan

NEP Group scheduled a lender call for Tuesday to launch a $125 million add-on term loan B due July 21, 2022, according to a market source.

Barclays and J.P. Morgan Securities LLC are leading the deal that will be used to pay down revolver borrowings.

NEP is a Pittsburgh-based outsourced provider of comprehensive live and broadcast production solutions.

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