Protection 1, Deltek, Zep, MRI Software, Authentic Brands, Lindblad Expeditions break

By Sara Rosenberg

New York, June 19 – Deals from Protection 1 (Apollo Security Services Borrower LLC), Deltek Inc., Zep Inc., MRI Software LLC and Authentic Brands Group LLC all surfaced in the secondary market on Friday, and Lindblad Expeditions Inc. broke after its term loan was upsized and the spread and original issue discount were tightened.

In other happenings, Tribune Media Co. set the spread on its repriced term loan at the high end of guidance and extended the call protection, Liquid Web changed the issue price on its term loan B and added a pricing step-down, and Consolidated Precision Products Corp. (WPP CPP Holdings LLC) upsized its add-on first-lien term loan and downsized its second-lien term loan.

Furthermore, Summit Materials LLC released price talk with launch, timing came out on SS&C Technologies Inc.’s credit facility, and Avast, Jackson Hewitt Tax Service and Dayton Superior Corp. emerged with new deal plans.

Protection 1 hits secondary

Protection 1’s credit facility freed up for trading on Friday, with the $1,095,000,000 six-year first-lien covenant-light term loan (B1/B) quoted at par bid, par ¾ offered and the $260 million seven-year second-lien covenant-light term loan (Caa1/CCC+) quoted at 99½ bid, par ½ offered, according to a trader.

Pricing on the first-lien term loan is Libor plus 400 basis points with a 1% Libor floor, and it was sold at an original issue discount of 99.5. The debt has 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 875 bps with a 1% Libor floor, and was issued at 98.5. This loan has call protection of 102 in year one and 101 in year two.

Recently, the first-lien term loan was upsized from $1,055,000,000 and the discount was moved from 99, and the second-lien loan was downsized from $300 million and the discount was tightened from 98.

The company’s $1.45 billion credit facility also includes a $95 million revolver (B1/B).

Protection 1 being acquired

Proceeds from Protection 1’s credit facility will be used to help fund its buyout by Apollo Global Management LLC and combination with ASG Security, which is also being purchased by Apollo, and to refinance existing debt.

Credit Suisse Securities (USA) LLC, Barclays, Deutsche Bank Securities, Jefferies Finance LLC, RBC Capital Markets and Goldman Sachs Bank USA are leading the deal.

Closing is expected mid-year.

Protection 1 is an Illinois-based business and home security company. ASG Security is a Beltsville, Md.-based electronic security and monitoring company. The merged company will continue to operate under the Protection 1 brand.

Deltek frees up

Deltek’s credit facility also began trading, with the $840 million seven-year first-lien term loan (B1/B) quoted at par 1/8 bid, par 5/8 offered and the $390 million eight-year second-lien term loan (Caa2/CCC+) quoted at par ½ bid, a trader said.

Pricing on the first-lien term loan is Libor plus 400 bps with a 1% Libor floor, and it was sold at an original issue discount of 99.5. There is 101 soft call protection for six months.

The second-lien term loan, which was recently upsized from $350 million, is priced at Libor plus 850 bps with a 1% Libor floor, and was issued at 99. This tranche has call protection of 102 in year one and 101 in year two.

The company’s $1.26 billion credit facility also includes a $30 million five-year revolver (B1/B) priced at Libor plus 400 bps and issued at a discount of 99.5.

Jefferies Finance is leading the deal that will be used to refinance existing debt and to fund a dividend to Thoma Bravo. The dividend amount was increased due to the second-lien term loan upsizing.

Deltek is a Herndon, Va.-based provider of enterprise software and information for professional services firms and government contractors.

Zep starts trading

Zep’s credit facility emerged in the secondary in the afternoon, with the $360 million seven-year term loan B quoted at 99¾ bid, par ½ offered, a trader remarked.

Pricing on the term loan B is Libor plus 475 bps with a 1% Libor floor, and it was sold at an original issue discount of 99.5. There is 101 soft call protection for one year.

During syndication, pricing on the term loan was lowered from Libor plus 500 bps, and the discount was revised from 99.

The Atlanta-based consumable chemical packaged goods company’s $402.5 senior secured credit facility (B2/B+) also includes a $42.5 million five-year revolver.

Jefferies Finance, KeyBanc Capital Markets Inc. and Credit Suisse Securities are leading the deal that will be used with $382.5 million in equity to fund the buyout of the company by New Mountain Capital LLC for $20.05 per share in cash. The transaction is valued at about $692 million, including net debt.

Closing is expected in the third quarter, subject to stockholder and regulatory approvals.

MRI Software tops OID

MRI Software’s credit facility broke too, with the $155 million six-year first-lien term loan (B2/B+) quoted at par ¼ bid, par ¾ offered, a source remarked.

Pricing on the first-lien term loan is Libor plus 425 bps with a 1% Libor floor, and it was issued at a discount of 99.5, after tightening during syndication from 99. The debt has 101 soft call protection for six months.

The company’s $240 million credit facility also includes a $15 million revolver (B2/B+) and a $70 million seven-year second-lien term loan (Caa2/CCC+) priced at Libor plus 800 bps with a 1% Libor floor and hard call protection of 102 in year one and 101 in year two. The second-lien loan was issued at 98.5.

SunTrust Robinson Humphrey Inc. is leading the deal that will be used with $216 million of equity to fund the buyout of the company by GI Partners from Vista Equity.

Pro forma for the transaction, senior net leverage will be 4.5 times, and total net leverage will be 6.6 times.

MRI is a Solon, Ohio-based provider of real estate property and investment management software solutions.

Authentic Brands breaks

Another deal to free up was Authentic Brands, with its $120 million incremental first-lien covenant-light term loan (B1/B+) due May 27, 2021 seen at 99¼ bid, par ¼ offered and its $75 million incremental second-lien covenant-light term loan (Caa1/CCC+) due May 27, 2022 seen at 99½ bid, par ½ offered, according to a trader.

The incremental first-lien term loan is priced at Libor plus 450 bps with a 1% Libor floor and was sold at an original issue discount of 99. There is 101 soft call protection for one year.

Pricing on the incremental second-lien loan is Libor plus 850 bps with a 1% Libor floor, and it was issued at a discount of 99. This tranche has hard call protection of 102 in year one and 101 in year two.

The spread on the incremental first-lien term loan matches the existing first-lien term loan, while the spread on the incremental second-lien loan is 50 bps higher than current second-lien pricing.

Of the total incremental first-lien loan, $35 million is delayed-draw, and $15 million of the incremental second-lien loan is delayed-draw. There is a delayed-draw ticking fee of half the spread from days 31 to 60 and the full spread but no floor from days 61 to 180.

Authentic Brands amendment fee

With the $195 million in incremental term loans, Authentic Brands is amending its existing credit facility, and first-lien lenders were offered a 25 bps consent fee while second-lien lenders were offered a 50 bps amendment fee.

Bank of America Merrill Lynch is leading the deal that will be used to fund a distribution to shareholders that will primarily be used to return equity used for the Jones New York acquisition, to refinance revolver borrowings used for the Frederick’s of Hollywood acquisition and to fund potential future acquisitions.

Authentic Brands is a New York-based brand development and licensing company.

Lindblad tweaked, trades

Lindblad lifted its six-year first-lien term loan (B2/BB+) to $175 million from $150 million, trimmed pricing to Libor plus 450 bps from Libor plus 500 bps and revised the discount to 99.5 from 99, according to a market source, who said the 1% Libor floor and 101 soft call protection for six months were unchanged.

Prior to the early June bank meeting for the deal, the loan was guided at Libor plus 550 bps, but at the meeting, talk went out at Libor plus 500 bps as a result of strong early demand and the receipt of a 1 recovery rating from Standard & Poor’s.

Of the total term loan, $155 million is at a U.S. borrower and $20 million is at a Cayman borrower.

Recommitments were due at noon ET on Friday, and then the debt made its way into the secondary market, with levels quoted at par bid, par ½ offered, a trader remarked.

Credit Suisse Securities is leading the deal that will be used to help fund the acquisition of the company by Capitol Acquisition Corp. II for about $439 million.

Lindblad is a New York-based expedition cruising and extraordinary adventure travel company.

Tribune updates deal

Also on the primary front, Tribune Media finalized the spread on the repricing of its term loan B at Libor plus 300 bps, the wide end of the Libor plus 275 bps to 300 bps talk, and pushed out the 101 soft call protection to one year from six months, according to a market source.

The term loan still has a 0.75% Libor floor and an original issue discount of 99.75.

J.P. Morgan Securities LLC is leading the repricing that will take the term loan pricing down from Libor plus 300 bps with a 1% Libor floor.

The term loan B will be sized at about $2.38 billion after a paydown from a $1.1 billion senior unsecured notes offering that was upsized from $1 billion, the source added.

Tribune Media is a Chicago-based owner of television and digital properties.

Liquid Web reveals changes

Liquid Web tightened the original issue discount on its $100 million six-year term loan B to 99.75 from 99.5 and added a pricing step-down to Libor plus 425 bps at less than 3.75 times leverage, a market source said.

Initial pricing on the loan remained at Libor plus 450 bps with a 1% Libor floor, and there is still 101 soft call protection for six months.

The company’s $120 million credit facility also includes a $20 million revolver.

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

SunTrust Robinson Humphrey and KeyBanc Capital Markets are leading the deal that will be used to help fund the buyout of the company by Madison Dearborn Partners, which is expected to close this summer, subject to customary conditions.

Total leverage is 4.3 times.

Liquid Web is a Lansing, Mich.-based provider of professional web hosting and managed cloud services.

Consolidated Precision reworked

Consolidated Precision Products raised its new money add-on first-lien term loan due 2019 to $80 million from $65 million and set pricing on the debt, as well as on a $529 million first-lien term loan due 2019, at Libor plus 350 bps, the tight end of the Libor plus 350 bps to 375 bps guidance, a source remarked.

The first-lien debt still has a 1% Libor floor and 101 soft call protection for six months, the add-on is still offered at an original issue discount of 99.5, and the $529 million first-lien loan is still offered at par.

With the add-on term loan upsizing, the second-lien term loan due 2021 was reduced to $118 million from $133 million, while pricing remained at Libor plus 775 bps with a 1% Libor floor and a par issue price.

As before, the second-lien term loan has 101 hard call protection through October 2015.

UBS AG is leading the $727 million in term loans that will be used to reprice existing debt and refinance a second-lien term loan.

Consolidated Precision Products is a Cleveland-based manufacturer of highly engineered components and subassemblies primarily for the commercial aerospace and defense markets.

Summit discloses talk

Summit Materials held its lender call on Friday morning, launching its $650 million seven-year covenant-light term loan B with talk of Libor plus 325 bps to 350 bps with a 1% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, according to a market source.

Commitments are due on June 25, the source said.

Bank of America Merrill Lynch, Deutsche Bank Securities, Goldman Sachs Bank USA, Citigroup Global Markets Inc., Barclays and RBC Capital Markets are leading the deal that will be used with $275 million of senior unsecured notes and an $80 million equity raise to fund the acquisition of a 1.2 million short ton capacity cement plant in Davenport, Iowa, and seven cement distribution terminals from Lafarge North America, refinance an existing term loan B due 2019 and repay a portion of the existing senior notes due 2020.

The assets are being bought for $450 million, with $370 million due at closing, which is expected in July, subject to regulatory approval and the Lafarge-Holcim merger closing, and $80 million due by Dec. 31, 2015.

Summit, a Denver-based construction materials company, will have secured net leverage of 2.5 times and total net leverage of 4.6 times.

SS&C readies launch

SS&C Technologies nailed down timing on the launch of its $2.63 billion senior secured credit facility (Ba3/BB), with the bank meeting for the transaction slated to take place at 10 a.m. ET in New York on Tuesday, according to a market source.

The facility consists of a $150 million five-year revolver, a $40 million five-year term loan A-1 to be made available to SS&C European Holdings SaRL, a $160 million five-year term loan A-2 to be made available to SS&C Technologies Holdings Europe SaRL, a $1.82 billion seven-year covenant-light term loan B-1 to be made available to SS&C Technologies Inc. and a $460 million seven-year covenant-light term loan B-2 to be made available to SS&C Technologies Holdings Europe sarl.

The term loan A and term loan B debt will be sold as a strip between borrowers with CAM mechanism in place, the source said.

SS&C buying Advent

Proceeds from SS&C Technologies’ credit facility will be used with a common stock sale and $500 million in senior unsecured notes to fund the acquisition of Advent Software Inc. and to refinance existing debt at both companies.

Advent is being bought for about $2.7 billion in cash, equating to $44.25 per share plus the assumption of debt.

Deutsche Bank Securities, Morgan Stanley Senior Funding Inc. and Barclays are leading the new credit facility.

Commitments are due at noon ET on June 30, the source added.

SS&C is a Windsor, Conn.-based provider of financial services software and software-enabled services. Advent is a San Francisco-based provider of software and services for the investment management industry.

Avast coming soon

Avast set a lender call for noon ET on Monday to launch a $274 million first-lien covenant-light term loan due March 20, 2020 that is talked at Libor plus 300 bps to 325 bps with a 1% Libor floor, a par issue price and 101 soft call protection for six months, a market source said.

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

Credit Suisse Securities is leading the deal that will be used to refinance an existing $399 million that is priced at Libor plus 375 bps with a 1% Libor floor. There will be a concurrent $125 million paydown on the existing term loan with the new term loan, the source remarked.

The borrowers are Sybil Software LLC and Sybil Finance BV.

Avast is a Prague-based provider of security software for PCs, smartphones and tablets.

Jackson Hewitt joins calendar

Jackson Hewitt Tax Service will hold a bank meeting at 10 a.m. ET on Thursday to launch a $280 million credit facility, according to a market source.

The facility consists of a $30 million five-year revolver and a $250 million six-year term loan B, the source said.

RBC Capital Markets is leading the deal that will be used to refinance existing debt and fund a dividend.

Jackson Hewitt is a Parsippany, N.J.-based provider of full-service individual federal and state income tax return preparation.

Dayton on deck

Dayton Superior scheduled a bank meeting for 2:30 p.m. ET in New York on Tuesday to launch a $185 million seven-year first-lien term loan that is talked with a 1% Libor floor and 101 soft call protection for six months, according to a market source. Spread and original issue discount guidance are not yet available.

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

Credit Suisse Securities is leading the deal that will be used to refinance an existing $160 million term loan and to partially pay down ABL borrowings.

Dayton Superior is a Miamisburg, Ohio-based supplier to the non-residential concrete construction industry.

Royal Adhesives closes

In other news, the buyout of Royal Adhesives & Sealants LLC by American Securities LLC from Arsenal Capital Partners has been completed, a news release said.

For the transaction, Royal Adhesives got a $755 million credit facility consisting of a $50 million revolver, a $560 million seven-year first-lien covenant-light term loan and a $145 million eight-year second-lien covenant-light term loan.

Pricing on the first-lien term loan is Libor plus 350 bps with a 1% Libor floor, and it was sold at an original issue discount of 99.5. There is 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 750 bps with a 1% Libor floor and was issued at 99.25. This debt has call protection of 102 in year one and 101 in year two.

Royal Adhesives lead banks

Credit Suisse Securities, Morgan Stanley Senior Funding, Jefferies Finance and KeyBanc Capital Markets led Royal Adhesives’ credit facility.

During syndication, the first-lien term loan was upsized from $535 million and pricing was cut from Libor plus 375 bps, and the second-lien term loan was downsized from $170 million, the spread was reduced from talk of Libor plus 775 bps to 800 bps, and the discount was changed from 99.

Royal Adhesives is a South Bend, Ind.-based producer of specialty adhesives and sealants.

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