Vertex, Vantage Elevator, Parts Authority break; Carestream, Draslovka, System1 revise deals

By Sara Rosenberg

New York, Nov. 10 – Vertex Aerospace Services Corp. moved some fund between its first- and second-lien term loans, adjusted the issue price on the first-lien tranche and revised documentation, and then the debt made its way into the secondary market on Wednesday.

Also, Vantage Elevator Solutions set the spread on its first-lien term loan at the low end of talk and changed the original issue discount before breaking for trading, and Parts Authority’s (PAI Holdco Inc.) incremental first-lien term loan freed up as well.

In other news, Carestream Dental Equipment Inc. downsized its first- and second-lien term loans, revised price talk on the second-lien tranche and modified maturities on the debt, and Draslovka Holding (Manchester Acquisition Sub LLC) sweetened the spread, original issue discount and call protection on its term loan B, shortened the maturity and made some changes to documentation.

Additionally, System1 Inc. increased pricing on its term loan B, and revised issue price talk, call protection and maturity, EFS Cogen Holdings I LLC (Linden) withdrew the repricing of its term loan B from market, and Freeport LNG Investments LLLP accelerated the commitment deadline for its first-lien term loan.

Furthermore, Ascend Learning LLC, UKG Inc. (Ultimate Kronos Group), North American Bancard (NAB Holdings LLC), Ascensus, NielsenIQ, Boyd Corp., Hyperion Materials & Technologies, Victory Capital Holdings Inc., EmployBridge Holding Co. and Claros Mortgage Trust Inc. released price talk with launch.

Lastly, Lucid Energy Group II Borrower LLC, CoreLogic Inc. and Savers Inc. joined this week’s primary calendar.

Vertex changes emerge

Vertex Aerospace increased its seven-year first-lien term loan to $925 million from $890 million and decreased its eight-year privately placed second-lien term loan to $185 million from $220 million, a market source said.

The company also removed one of two leverage-based pricing step-downs from the first-lien term loan, leaving one 25 bps step-down based on leverage, tightened the original issue discount to 99.5 from 99, and revised documentation, including setting MFN to 50 bps for 12 months from 75 bps for six months, the source continued.

As before, the first-lien term loan is priced at Libor plus 400 basis points with a 0.75% Libor floor and has 101 soft call protection for six months.

RBC Capital Markets, Morgan Stanley Senior Funding Inc., Credit Suisse Securities (USA) LLC, MUFG and Citizens Bank are leading the deal.

Vertex hits secondary

Recommitments for Vertex Aerospace’s first-lien term loan were due at 11 a.m. ET on Wednesday and the debt broke for trading in the afternoon, with levels quoted at 99¾ bid, par offered, a trader added.

The term loans will be used with a to fund the acquisition of Project Sky, a provider of training and sustainment services and products to the defense and commercial aerospace industries, from Raytheon Technologies Corp.

With this transaction, the company plans to upsize its existing revolver to $100 million from $75 million.

American Industrial Partners is the sponsor.

Vertex Aerospace is a Madison, Miss.-based defense aerospace company.

Vantage updated

Vantage Elevator Solutions firmed pricing on its $525 million seven-year first-lien term loan (B2/B-) at Libor plus 375 bps, the low end of the Libor plus 375 bps to 400 bps talk, adjusted the original issue discount to 99.25 from 99 and then changed the discount again to finalize at 99.5, according to a market source.

The first-lien term loan has a 25 bps pricing step-down at 0.75x inside closing first-lien net leverage and a 25 bps step-down upon an initial public offering.

As before, the first-lien term loan has a 0.5% Libor floor and 101 soft call protection for six months.

The company’s $820 million of credit facilities also include an $85 million five-year revolver (B2/B-) and a $210 million privately placed eight-year second-lien term loan.

Vantage frees up

Recommitments for Vantage Elevator’s first-lien term loan were due at 1:30 p.m. ET on Wednesday and the debt began trading in the afternoon, with levels quoted at 99¾ bid, par offered, a trader added.

RBC Capital Markets, Jefferies LLC and Antares Capital are leading the deal that will be used to help fund the buyout of the company by Ontario Teachers’ Pension Plan Board. Vantage’s current owner, Golden Gate Capital, will retain a significant minority ownership stake in the company.

Closing is expected before the end of the year.

Vantage is a Bronx, N.Y.-based elevator component manufacturer.

Parts Authority breaks

Parts Authority’s fungible $100 million incremental first-lien term loan due Oct. 28, 2027 freed to trade in the morning, with levels quoted at par bid, par ½ offered, a trader remarked.

Pricing on the incremental first-lien term loan is Libor plus 375 bps with a 25 bps step-down based on leverage and a 25 bps step-down upon an initial public offering, and a 0.75% Libor floor, which matches existing first-lien term loan pricing. The new debt was sold at an original issue discount of 99.75.

During syndication, the discount on the incremental term loan was changed from 99.5.

Proceeds from the incremental first-lien term loan will be used to fund a distribution to shareholders.

In addition to the incremental first-lien term loan transaction, the company is repricing its existing second-lien term loan to Libor plus 750 bps from Libor plus 825 bps, and upsizing its ABL revolver by $75 million and removing the existing 0.5% Libor floor.

Parts Authority amendment

Parts Authority is also amending its credit agreement to allow for the shareholder distribution, and make additional documentation changes to reset and increase various baskets related to incremental capacity, excess cash flow sweep and asset sale sweep.

Lenders were offered a 10 bps consent fee.

Jefferies LLC is leading the deal.

Pro forma for the transaction, the first-lien term loan will total $746,750,000.

Parts Authority is a Lake Success, N.Y.-based automotive aftermarket replacement parts distribution platform serving the do-it-for-me and do-it-yourself e-commerce segments of the automotive aftermarket.

Carestream reworked

Back in the primary market, Carestream Dental Equipment scaled back its covenant-lite first-lien term loan (B2/B) to $335 million from $695 million and is doing the debt as a non-fungible incremental term loan due September 2024, coterminous with the existing first-lien loan, instead of a term loan with a seven-year maturity, according to a market source.

The company also trimmed its covenant-lite second-lien term loan (Caa2/CCC+) to $160 million from $260 million, changed price talk to Libor plus 800 bps from talk in the range of Libor plus 775 bps to 800 bps, lifted the Libor floor to 1% from 0.5%, and is doing the debt as non-fungible incremental term loan due September 2025, coterminous with the existing second-lien loan, instead of a term loan with an eight-year maturity, the source said.

As before, the first-lien term loan is talked at Libor plus 425 bps to 450 bps with a 0.5% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, and the second-lien term loan is talked with a discount of 98.5 and call protection of 102 in year one and 101 in year two.

Carestream scraps refi

Due to the downsizing of the term loans, Carestream Dental is no longer repaying existing debt with the transaction. The term loans will still be used to fund a distribution to shareholders.

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

Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Goldman Sachs Bank USA, HSBC Securities (USA) Inc. and ING are leading the deal.

Carestream Dental is an Atlanta-based dental technology company providing imaging equipment and practice management software.

Draslovka revised

Draslovka lifted pricing on its $335 million term loan B to SOFR+CSA plus 575 bps from talk in the range of SOFR+CSA plus 525 bps to 550 bps, widened the original issue discount to 94 from 98, and changed the call protection to non-call two, then at 50% of the yield in year three and 25% of the yield in year four from a 101 soft call for one year, a market source said.

Additionally, the maturity of the term loan was shortened to five years from seven years, a maintenance covenant and amortization were added, MFN was revised to 50 bps for life, and changes were made to, among other things, incremental debt, excess cash flow sweep and restricted payments.

The term loan still has a 0.75% SOFR+CSA floor, and CSA of 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate.

Commitments are due at 5 p.m. ET on Monday, the source added.

JPMorgan Chase Bank is leading the deal for the Czech-based specialty chemicals company that will help fund the $520 million acquisition of the Mining Solutions business of Chemours Co.

Closing is expected in the fourth quarter, subject to regulatory approvals and other customary conditions.

System1 modified

System1 increased pricing on its $400 million term loan B (B) to Libor plus 475 bps from talk in the range of Libor plus 400 bps to 425 bps, revised original issue discount talk to a range of 93 to 94 from a range of 99 to 99.5, and changed the call protection to non-callable for one year from a 101 soft call for six months, a market source remarked.

Furthermore, the maturity of the term loan was shortened to 5½ years from seven years, and amortization was raised to 5% in years one, two and three and 7.5% thereafter, from 1% per annum.

The 0.5% Libor floor on the term loan was unchanged.

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

BofA Securities Inc. is leading the deal that is being done in connection with the acquisition of the company by Trebia Acquisition Corp., a special purpose acquisition company. Concurrently with the transaction, System1 will be combining with Protected.net, a developer of security and privacy subscription products.

The term loan will be used to help repay the company’s existing credit facility, fund redemptions of Trebia class A ordinary shares, provide cash for working capital and pay transaction fees.

System1 is a Venice, Calif.-based omnichannel customer acquisition marketing platform.

EFS pulls repricing

EFS Cogen Holdings withdrew the repricing of its roughly $963 million senior secured term loan B due Oct. 1, 2027 (Ba3/BB-) from market but the company is proceeding with a technical amendment related to hedging, according to a market source.

Talk on the term loan repricing was Libor plus 325 bps with a 1% Libor floor, a par issue price and 101 soft call protection for six months.

Jefferies LLC was leading the repricing that would have taken the existing term loan B down from Libor plus 350 bps with a 1% Libor floor.

EFS Cogen is the owner of a 974 MW natural gas-fired combined cycle cogeneration plant located in Linden, N.J.

Freeport accelerated

Freeport LNG Investments moved up the commitment deadline for its $1.194 billion seven-year first-lien term loan (B1/B+/B+) to noon ET on Nov. 17 from noon ET on Nov. 19, a market source remarked.

Talk on the term loan is Libor plus 400 bps with a 0.5% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

Credit Suisse Securities (USA) LLC, CIBC, Credit Agricole, ING, JPMorgan Chase Bank, MUFG, Natixis and Societe Generale are leading the deal that will be used to refinance existing debt.

Freeport LNG is a limited liability partnership that holds Michael Smith’s limited partnership interests in Freeport LNG Development LP, an operator of a liquefied natural gas receiving and regasification terminal.

Ascend reveals guidance

Ascend Learning had its lender call on Wednesday afternoon and disclosed price talk on its $2.005 billion seven-year first-lien term loan (B2/B-) and $755 million eight-year second-lien term loan (Caa2/CCC), a market source said.

Talk on the first-lien term loan is Libor plus 350 bps to 375 bps with a 0.5% Libor floor and an original issue discount of 99.5, and talk on the second-lien term loan is Libor plus 600 bps with a 0.5% Libor floor and a discount of 99, the source continued.

The first-lien term loan has 101 soft call protection for six months, and the second-lien term loan has hard call protection of 102 in year one and 101 in year two.

Commitments are due at noon ET on Nov. 18, the source added.

Barclays and Goldman Sachs Bank USA are leading the deal, with Barclays the left lead and agent on the first-lien term loan and Goldman the left lead and agent on the second-lien term loan.

The loans will be used to refinance the company’s existing capital structure and fund a distribution to shareholders.

Ascend Learning is a provider of educational content, software and analytics solutions.

UKG comes to market

UKG held a lender call at 2 p.m. ET to launch $2.7 billion of term loans, split between a fungible $1 billion incremental covenant-lite first-lien term loan (B1/B-) due May 2026 and a new $1.7 billion covenant-lite second-lien term loan (Caa1/CCC) due May 2027, according to market sources.

Pricing on the incremental first-lien term loan is Libor plus 325 bps with a 0.75% Libor floor, in line with existing term loan pricing, and the new debt is talk with an original issue discount of 99.5 to 99.75 and 101 soft call protection for six months.

The second-lien term loan is talked at Libor plus 575 bps with a 0.5% Libor floor, a discount of 99.75 and hard call protection of 102 for six months and then 101 for a year, sources said.

Commitments are due at 5 p.m. ET on Nov. 18, sources added.

Credit Suisse Securities (USA) LLC and Nomura are leading the deal, with Credit Suisse the left lead and agent on the first-lien and Nomura the left lead and agent on the second-lien.

The new debt will be used to refinance an existing second-lien term loan, pre-fund three acquisition targets and fund a cash distribution for future acquisitions and/or a dividend.

UKG Is a provider of human capital management solutions based in Weston, Fla. and Lowell, Mass.

NAB proposed terms

North American Bancard came out with talk of SOFR+CSA plus 300 bps to 325 bps with a 0.5% SOFR+CSA floor and an original issue discount of 99.5 on its $775 million seven-year covenant-lite first-lien term loan shortly before its morning lender call began, a market source said.

CSA is 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate.

The term loan has 101 soft call protection for six months.

The company’s $900 million of credit facilities (B1/B+) also include a $125 million revolver.

Commitments are due at 5 p.m. ET on Nov. 17.

Credit Suisse Securities (USA) LLC is the left lead on the deal that will be used to repay existing debt and fund a distribution to shareholders.

North American Bancard is a Troy, Mich.-based provider of payment processing solutions.

Ascensus OID guidance

Ascensus launched on its morning call its fungible $750 million incremental first-lien term loan B due August 2028 with original issue discount talk of 99 to 99.5 and its fungible $100 million incremental second-lien term loan due August 2029 with discount talk of 99.5, according to a market source.

Like the existing term loans, the incremental first-lien term loan is priced at Libor plus 350 bps with a 0.5% Libor floor and has 101 soft call protection through February 2022, and the incremental second-lien term loan is priced at Libor plus 650 bps with a 0.5% Libor floor and has call protection of 102 through August 2022 and 101 through August 2023.

Ticking fees on the incremental first-lien term loan are half the margin from days 46 to 90 and the full margin thereafter, the source continued.

Commitments are due at 5 p.m. ET on Nov. 18.

Ascensus lead banks

Goldman Sachs Bank USA, Stone Point, KKR Capital Markets LLC, Barclays, BofA Securities Inc., Capital One, Truist, Ares and Golub are leading Ascensus’ term loans.

The new debt will be used to help fund the acquisition of Newport Group.

Closing is expected in the first quarter of 2022, subject to regulatory approvals and other customary conditions.

Ascensus is a Dresher, Pa.-based tech-enabled solutions provider focused on recordkeeping and administration in the U.S. tax advantages savings market. Newport Group is a Walnut Creek, Calif.-based retirement services provider.

NielsenIQ sets talk

NielsenIQ held its call in the morning, launching the repricing of its existing $945 million term loan B due March 2028, a €150 million add-on term loan B and the repricing of its existing €545 million term loan B due March 2028 at talk of Libor/Euribor plus 375 bps with a 0% floor and an original issue discount of 99.875 to par, a market source remarked.

The term loans (B1/B/BB) are getting 101 soft call protection for six months.

Commitments are due at noon ET on Nov. 18 for the U.S. term loan and at 7 a.m. ET on Nov. 18 for the euro term loans, the source added.

BofA Securities Inc., UBS Investment Bank and BMO Capital Markets are leading the deal, with BofA the left lead on the U.S. loan and UBS the left lead on the euro loan.

The add-on term loan will be used to repay revolver borrowings and add cash to the balance sheet, and the repricing will take the existing U.S. and euro term loans down from Libor/Euribor plus 400 bps with a 0% floor.

NielsenIQ is a Chicago-based provider of actionable information to consumer packaged goods manufacturers and retailers.

Boyd holds call

Boyd hosted a lender call at 2 p.m. ET on Wednesday to launch a fungible $200 million add-on first-lien term loan due 2026 talked with an original issue discount of 99 to 99.5, according to a market source.

Pricing on the add-on term loan is Libor plus 475 bps with a 0% Libor floor.

Commitments are due at 5 p.m. ET on Nov. 17, the source added.

JPMorgan Chase Bank, Jefferies LLC and KeyBanc Capital Markets are leading the deal that will be used to fund acquisitions and for general corporate purposes.

Boyd is a Pleasanton, Calif.-based provider of highly engineered thermal management and environmental sealing solutions.

Hyperion launches

Hyperion Materials disclosed original issue discount talk of 99.5 to 99.75 on its fungible $50 million add-on covenant-lite first-lien term loan due 2028 that launched with a call in the morning, a market source said.

Pricing on the add-on term loan is Libor plus 450 bps with a 0.5% Libor floor, in line with existing term loan pricing.

Commitments are due on Nov. 17, the source added.

UBS Investment Bank and KKR Capital Markets are leading the deal that will be used to fund the acquisition of Aggressive Grinding Service, a Pennsylvania-based precision carbide and ceramic grinding company.

Hyperion Materials, a portfolio company of KKR, is a Worthington, Ohio-based materials science company that develops hard and super-hard materials for a wide range of industries and applications.

Victory guidance

Victory Capital launched on its afternoon call its $505 million seven-year senior secured incremental first-lien term loan B (Ba2/BB-) at talk of Libor plus 225 bps to 250 bps with a 0.5% Libor floor and an original issue discount of 99.5, according to a market source.

The incremental term loan has 101 soft call protection for six months.

Commitments are due at noon ET on Nov. 19, the source added.

BofA Securities Inc. and RBC Capital Markets are leading the deal that will be used to fund the acquisition of WestEnd Advisors LLC for $480 million.

Closing is expected this year, subject to customary approvals, conditions and consents.

Victory Capital is a San Antonio-based global asset management firm. WestEnd is a Charlotte, N.C.-based investment management firm.

EmployBridge seeks add-on

EmployBridge held a lender call at 4 p.m. ET to launch a fungible $200 million add-on term loan B talked with an original issue discount of 99 to 99.5, a market source remarked.

Like the existing term loan, the add-on term loan is priced at Libor plus 475 bps with a 0.75% Libor floor.

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

RBC Capital Markets, Credit Suisse Securities (USA) LLC, Wells Fargo Securities LLC, Barclays, Deutsche Bank Securities Inc., Macquarie Capital (USA) Inc., Mizuho and Citizens Bank USA are leading the deal that will be used to help fund the acquisition of Hire Dynamics for $270 million.

Pro forma for the transaction, the term loan will total $925 million.

Apollo is the sponsor.

EmployBridge is an Atlanta-based provider of flexible workforce services. Hire Dynamics is a provider of commercial staffing and professional recruitment services.

Claros repricing

Claros Mortgage Trust held a lender call at 1 p.m. ET on Wednesday to launch a $763 million term loan due August 2026 talked at SOFR+CSA plus 400 bps with a 0.5% SOFR+CSA floor and an original issue discount of 99.5 to 99.75, according to a market source.

CSA is 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate.

The term loan has 101 soft call protection for six months.

Commitments are due at 5 p.m. ET on Nov. 18, the source added.

JPMorgan Chase Bank is leading the deal that will be used to reprice an existing term loan down from Libor plus 500 bps with a 1% Libor floor.

Claros Mortgage Trust is a commercial mortgage real estate investment trust with a focus on lending on large scale, transitional assets.

Lucid on deck

Lucid Energy Group set a lender call for 10 a.m. ET on Friday to launch a $1.5 billion seven-year senior secured first-lien term loan, according to a market source.

The term loan has 101 soft call protection for six months, the source said.

The company is also getting a $150 million five-year super priority senior secured revolver, which is an upsize from its current $100 million revolver.

Jefferies LLC, Goldman Sachs Bank USA and JPMorgan Chase Bank are leading the deal that will be used to refinance existing debt and fund a distribution.

Lucid Energy is a Dallas-based natural gas gathering and processing company operating in the Northern Delaware Basin.

CoreLogic joins calendar

CoreLogic scheduled a lender call for 11:30 a.m. ET on Friday to launch a fungible $400 million add-on term loan due 2028 talked with an original issue discount of 99.25 to 99.5, a market source said.

Pricing on the add-on term loan is Libor plus 350 bps with a 0.5% Libor floor.

Commitments are due at 5 p.m. ET on Nov. 17, the source added.

JPMorgan Chase Bank is leading the deal that will be used to repay revolver borrowings and add cash to the balance sheet.

CoreLogic is an Irvine, Calif.-based property information, analytics and data-enabled solutions provider.

Savers readies deal

Savers will hold a lender call at 12:30 p.m. ET on Monday to launch a $225 million incremental term loan B, according to a market source.

KKR Capital Markets, Jefferies LLC and Credit Suisse Securities (USA) LLC are leading the deal that will be used for acquisition financing.

Savers is a Bellevue, Wash.-based thrift store chain.

Flynn coming soon

Flynn Restaurant Group set a lender call for 11 a.m. ET on Monday to launch a $1.05 billion seven-year first-lien term loan, a market source remarked.

The term loan has 101 soft call protection for six months, the source added.

BofA Securities Inc. is the left lead on the deal that will be used to amend and extend an existing $592 million first-lien term loan due June 2025, and repay an existing $135 million second-lien term loan, some preferred equity and credit facilities issued at Apple American.

Flynn Restaurant is a San Francisco-based restaurant franchisee operator.

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