North American Bancard, Aclara break; Coinmach, U.S. Anesthesia, ConvergeOne modify deals

By Sara Rosenberg

New York, June 15 – North American Bancard’s (NAB Holdings LLC) first-lien term loan made its way into the secondary market on Thursday, and Aclara Technologies LLC’s (Meter Readings Holding LLC) incremental senior secured term loan B freed up after an upsizing and change to the issue price.

In more happenings, Coinmach Services (Spin HoldCo Inc.) raised pricing on its term loan B, and U.S. Anesthesia Partners set the spread on its first-lien term loan at the low end of guidance, added a pricing step-down and tightened the original issue discount.

Also, ConvergeOne Holdings Corp. lifted the spread on its term loan B, widened the original issue discount and extended the call protection, and Exela Technologies, Oasis Outsourcing Holdings Inc., Virgin Media, Freedom Mortgage Corp. and Vestcom released price talk with launch.

Furthermore, MacDonald, Dettwiler & Associates Ltd. (MDA), PDC Brands (Parfums Holding Co. Inc.) and Aptean Inc. joined the near-term primary calendar.

NAB tops par

North American Bancard’s $640 million seven-year first-lien term loan (B) broke for trading on Thursday, with levels quoted at par ¼ bid, par ¾ offered, according to a market source.

Pricing on the term loan is Libor plus 350 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.

During syndication, pricing on the loan was reduced from talk of Libor plus 375 bps to 400 bps.

Credit Suisse Securities (USA) LLC, RBC Capital Markets LLC and Jefferies LLC are leading the deal that will be used to help fund the acquisition of Total Merchant Services Inc. and to refinance existing debt.

North American Bancard is a Troy, Mich.-based merchant acquirer for payment processing.

Aclara reworked, trades

Aclara Technologies raised its incremental senior secured term loan B due Aug. 29, 2023 to $105 million from $80 million and moved the original issue discount to 99.75 from 99.5, a market source remarked.

The loan is still priced at Libor plus 575 bps with a 1% Libor floor and has 101 soft call protection for six months.

Commitments were due at noon ET and then the debt broke for trading later in the afternoon, with levels quoted at par ½ bid, 101½ offered, a trader added.

Morgan Stanley Senior Funding Inc. and Stephens Inc. are leading the deal that will be used to fund a sponsor dividend that was increased with the term loan upsizing.

With the incremental loan, the company sought an amendment of its existing $343 million senior secured term loan B to allow for the dividend and revise the first-lien incremental ratio, and lenders were offered a 25 bps amendment fee.

Closing is expected during the week of June 19.

Aclara is a Hazelwood, Mo.-based supplier of smart infrastructure solutions to water, gas and electric utilities.

Coinmach ups spread

Coinmach Services lifted pricing on its $1,566,000,000 covenant-light first-lien term loan B due Nov 14, 2022 to Libor plus 375 bps from talk of Libor plus 325 bps to 350 bps, and left the 1% Libor floor, original issue discount of 99.5 and 101 soft call protection for six months unchanged, a market source said.

Of the total term loan amount, $1,509,000,000 will be funded and $57 million is delayed-draw with availability of 60 days from closing. The delayed-draw ticking fee is half the drawn spread from days 31 to 60.

The Plainview, N.Y.-based laundry equipment service provider’s $1,686,000,000 of senior secured credit facilities (B2/B) also include a $120 million revolver due Nov 14, 2021.

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

Morgan Stanley Senior Funding Inc. is the left lead on the deal that will be used to amend and extend the company’s existing revolver and term loan B, and upsize the term loan B by $76,404,978 to fund a tuck-in acquisition and pay related fees and expenses.

Documentation changes being made as part of the amendment and extension include setting the restricted payments general basket to be subject to no greater than 5.0 times net total leverage, eliminating the free-and-clear basket and reducing the leverage-based prong to 3 times net first-lien leverage, and increasing the excess cash flow sweep to 75% with step-downs from 50%.

U.S. Anesthesia revised

U.S. Anesthesia finalized pricing on its $950 million seven-year covenant-light first-lien term loan (B1/B) at Libor plus 325 bps, the low end of the Libor plus 325 bps to 350 bps talk, added a step-down to Libor plus 300 bps at 4 times net first-lien leverage and changed the original issue discount to 99.75 from 99.5, according to a market source.

As before, the first-lien term loan has a 1% Libor floor and 101 soft call protection for six months.

Commitments were due at noon ET on Thursday, the source said.

The company’s $1.4 billion of credit facilities also include a $150 million five-year revolver (B1/B) that will be unfunded at close and a $300 million pre-placed eight-year second-lien term loan (Caa1/CCC+).

Goldman Sachs Bank USA, Barclays, J.P. Morgan Securities LLC, Morgan Stanley Senior Funding Inc., Antares Capital, BMO Capital Markets and Capital One are leading the deal that will be used to refinance existing debt, to pay related fees and expenses and to pay a one-time shareholder dividend and management bonuses.

U.S. Anesthesia Partners is a Fort Lauderdale, Fla.-based physician-service organization that focuses on providing anesthesia and pain management services to patients.

ConvergeOne sweetens terms

ConvergeOne widened pricing on its $430 million seven-year term loan B (B2) to Libor plus 475 bps from talk of Libor plus 375 bps to 400 bps, modified the original issue discount to 99 from 99.5 and extended the 101 soft call protection to one year from six months, a market source said.

The term loan still has a 1% Libor floor.

Commitments were due at 2 p.m. ET on Thursday, the source added.

J.P. Morgan Securities LLC, Credit Suisse Securities (USA) LLC, Wells Fargo Securities LLC and Natixis are leading the deal that will be used to refinance existing debt.

ConvergeOne is an Eagan, Minn.-based provider of communications solutions.

Exela releases talk

Also in the primary market, Exela Technologies held its bank meeting on Thursday, launching its $525 million six-year term loan B at talk of Libor plus 550 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, according to a market source.

Exela’s $625 million of senior secured credit facilities (B2/B+) also include a $100 million revolver.

Commitments are due on June 27, the source said.

RBC Capital Markets LLC, Credit Suisse Securities (USA) LLC, Natixis Securities Americas LLC and KKR Capital Markets LLC are leading the deal that will help fund the creation of the company through the merger of Quinpario Acquisition Corp. 2, a St. Louis-based special purpose acquisition company, SourceHOV LLC, an Irving, Texas-based provider of Transaction Processing Solutions and Enterprise Information Management solutions that is majority owned by HandsOn Global Management LLC, and Novitex Holdings Inc., a West Stamford, Conn.-based provider of technology-driven managed services that is owned by Apollo Global Management LLC.

Other funds for the roughly $2.8 billion transaction are expected to come from cash, rollover equity, up to $525 million in senior secured notes and up to $300 million in senior unsecured notes.

Closing is expected this quarter, subject to customary conditions, regulatory approvals, receipt of approvals from Quinpario stockholders and receipt of proceeds from debt and equity financing.

Oasis reveals guidance

Oasis Outsourcing disclosed price talk on its $325 million six-year first-lien term loan and $85 million seven-year second-lien term loan with its afternoon lender call, a market source said.

Talk on the first-lien term loan is Libor plus 375 bps to 400 bps with a 1% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, and talk on the second-lien term loan is Libor plus 775 bps to 800 bps with a 1% Libor floor, a discount of 99 and call protection of 102 in year one and 101 in year two, the source continued.

Commitments are due on June 28.

RBC Capital Markets LLC and SunTrust Robinson Humphrey Inc. are leading the $410 million in term loans that will be used to refinance existing debt and fund a small acquisition.

Oasis Outsourcing, a Stone Point Capital owned company, is a West Palm Beach, Fla.-based provider of comprehensive and cost-effective HR outsourcing services to small- and medium-sized businesses.

Virgin Media holds call

Virgin Media hosted a lender call at noon ET on Thursday to launch a $3.43 billion term loan K talked at Libor plus 250 bps with a 0% Libor floor, an original issue discount of 99.75 to par and 101 soft call protection for six months, according to a market source.

Commitments are due on June 21, the source said.

J.P. Morgan Securities LLC, Barclays, Bank of America Merrill Lynch, Citigroup Global Markets Inc., Deutsche Bank Securities Inc., HSBC Securities (USA) Inc., Nomura, RBC Capital Markets and Bank of Nova Scotia are leading the deal, with Scotia the administrative agent.

The term loan K will be used to refinance a term loan I priced at Libor plus 275 bps with a 0% Libor floor.

Virgin Media, a subsidiary of Liberty Global plc, is a Hook, England-based provider of broadband, TV, mobile phone and home phone services.

Freedom Mortgage launches

Freedom Mortgage came out with talk of Libor plus 550 bps with a 1% Libor floor and an original issue discount of 99.75 on its fungible $250 million add-on first-lien senior secured term loan (BB-) due Feb. 23, 2022 that launched with a morning lender call, a market source remarked.

The spread and floor on the add-on term loan matches existing first-lien term loan pricing.

Commitments are due at noon ET on June 22, the source added.

Barclays is leading the deal that will be used for general corporate purposes, including potential strategic acquisitions of Mortgage Servicing Rights.

Freedom Mortgage is a Mount Laurel, N.J.-based top tier residential mortgage company engaged in the origination, servicing, selling and securitizing of primarily agency-eligible residential mortgage loans.

Vestcom refinancing

Vestcom held a call in the afternoon to launch a $344 million covenant-light term loan due Dec. 19, 2023 talked at Libor plus 375 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 on June 22, the source added.

Antares Capital is leading the deal that will be used to refinance an existing term loan priced at Libor plus 425 bps with a step-down to Libor plus 400 bps at total net leverage of 5.5 times and a 1% Libor floor.

Vestcom is a Little Rock, Ark.-based provider of outsourced shelf-edge information and media solutions.

MDA readies launch

MacDonald, Dettwiler & Associates set a bank meeting in New York for Wednesday to launch its previously announced $2 billion term loan B, according to a market source.

RBC Capital Markets, Bank of America Merrill Lynch, BMO Capital Markets, CIBC, Wells Fargo Securities LLC, TD Securities (USA) LLC, Bank of Nova Scotia and HSBC Securities (USA) Inc. are leading the deal that will help fund the acquisition of DigitalGlobe Inc. for $35.00 per share in a combination of cash and stock. Each DigitalGlobe common share will be exchanged for $17.50 in cash and 0.3132 of a MDA common share.

The transaction values DigitalGlobe at an equity value of about $2.4 billion and an enterprise value of $3.6 billion, including the assumption of DigitalGlobe’s $1.2 billion in net debt.

In addition to the term loan B, the company has received commitments for a $1.25 billion four-year revolver, a $250 million three-year term loan A and a $250 million four-year term loan A.

Closing is expected in the second half of the year, subject to customary conditions, including required regulatory approvals, and approval by both MDA and DigitalGlobe shareholders.

MDA is a Vancouver, B.C. communications and information company. DigitalGlobe is a Westminster, Colo.-based provider of Earth imaging and geospatial solutions.

PDC on deck

PDC Brands will hold a bank meeting at 2:30 p.m. ET in New York on Monday to launch $815 million of credit facilities, a market source remarked.

The facilities consist of a $65 million five-year revolver, a $530 million seven-year first-lien term loan B that has 101 soft call protection for six months, and a $220 million eight-year second-lien term loan that has hard call protection of 102 in year one and 101 in year two, the source added.

Nomura, Jefferies LLC and Macquarie Capital (USA) Inc. are leading the deal, with Nomura left lead on the revolver and term loan B and Jefferies left led on the second-lien loan.

The credit facilities will be used to help fund the buyout of the company by CVC Capital Partners from Yellow Wood Partners and to refinance existing debt.

Previously it was known that the company would be launching first-and second-lien loans this month for the buyout but specific timing and structure were unavailable.

Closing is expected this month, subject to approval by the relevant competition authorities.

PDC is a Stamford, Conn.-based beauty and personal care products company.

Aptean joins calendar

Aptean scheduled a lender call for noon ET on Friday to launch a $595 million senior secured term loan B, according to a market source.

Morgan Stanley Senior Funding Inc., Macquarie Capital (USA) Inc., MUFG and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to reprice an existing term loan B due 2022.

Aptean is an Alpharetta, Ga.-based provider of enterprise application software.

Medical Solutions closes

In other news, the buyout of Medical Solutions Holdings Inc. by TPG Growth has been completed, a news release said.

To help fund the transaction, Medical Solutions got $310 million of senior secured credit facilities that include a $35 million five-year revolver (B1/B) priced at Libor plus 450 bps, a $210 million seven-year first-lien term loan (B1/B) and a $65 million eight-year second-lien term loan (Caa1/CCC+).

Pricing on the first-lien term loan is Libor plus 425 bps 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 825 bps with a 1% Libor floor, and was issued at a discount of 98.5. This tranche has call protection of 102 in year one and 101 in year two.

During syndication, the first-lien term loan was upsized from $200 million, pricing was lowered from Libor plus 450 bps and the discount was revised from 99, and the second-lien term loan was downsized from $75 million, pricing was cut from Libor plus 850 bps and the discount was changed from 98. Also, the MFN sunset was removed, EBITDA add-backs were capped at 25% with 24-month look forward and the asset-sale step-down was removed.

UBS Investment Bank, Morgan Stanley Senior Funding Inc. and SunTrust Robinson Humphrey Inc. led the deal for the Omaha-based provider of health care staffing solutions for hospitals.

KMG completes facilities

KMG Chemicals Inc. closed on its $600 million of senior secured credit facilities (B2/B+) that consist of a $50 million five-year revolver and a $550 million seven-year term loan B, according to an 8-K filed with the Securities and Exchange Commission.

Revolver pricing can range from Libor plus 300 bps to 350 bps based on leverage.

Pricing on the term loan is Libor plus 425 bps with a step-down to Libor plus 400 bps based on leverage and a 1% Libor floor. The debt was sold at an original issue discount of 99.5 and has 101 soft call protection for six months.

During syndication, pricing on the term loan was lowered from Libor plus 475 bps, the step-down was added and the discount was tightened from 99.

KeyBanc Capital Markets Inc., HSBC Bank USA and J.P. Morgan Securities LLC led the deal that was used to fund the acquisition of Flowchem from Arsenal Capital Partners for $495 million, including working capital of about $17 million, to refinance existing debt and for general corporate purposes.

KMG is a Fort Worth-based producer and distributor of specialty chemicals. Flowchem is a Waller, Texas-based manufacturer of pipeline performance products.

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