Phibro Animal, Atkore, Gypsum Management, Planet Fitness, Milacron emerge in secondary

By Sara Rosenberg

New York, March 27 - Updates emerged on Phibro Animal Health Corp. and then it freed up for trading, and Atkore International Inc. and Gypsum Management and Supply Inc. (GYP Holdings III Corp.), Planet Fitness Holdings LLC and Milacron LLC hit the secondary market as well.

In more happenings, Eze Software Group firmed pricing on its first- and second-lien term loans at the tight end of guidance, Cooper-Standard Automotive Inc. lifted the size of its term loan, Flexera Software LLC reduced pricing on its term debt and modified the offer price on its second-lien tranche, CPI International Inc. tightened the spread and discount on its term loan, and U.S. Renal Care Inc. updated the offer price on its incremental first-lien debt.

Additionally, HUB International Ltd., DJO Finance LLC, Kate Spade & Co. and Archroma released talk with launch, and High Liner Foods Inc. and Multi Packaging Solutions Inc./Chesapeake Services Ltd. emerged with deal plans.

Phibro updates pricing, trades

Phibro Animal Health set pricing on its $290 million seven-year covenant-light term loan B at Libor plus 300 basis points, the tight end of the Libor plus 300 bps to 325 bps talk, and moved the offer price to 99¾ from guidance of 99 to 991/2, according to a market source.

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

With finals terms in place, the deal was able to start trading in the afternoon, with the term loan quoted at par 1/8 bid, par ½ offered, a trader said.

The company's $390 million senior secured credit facility (B1/B+) also includes a $100 million revolver.

Bank of America Merrill Lynch and Morgan Stanley Senior Funding Inc. are leading the deal that will be used with proceeds from an initial public offering by the company of shares of class A common stock to refinance existing debt.

Phibro is a Teaneck, N.J.-based animal health and mineral nutrition company.

Atkore frees up

Atkore's loans broke, with the $420 million seven-year first-lien covenant-light term loan (B3/B) seen at par bid, par 5/8 offered and the $250 million 71/2-year second-lien covenant-light term loan (Caa2/CCC+) seen at par ½ bid, 101½ offered, according to a market source.

The first-lien term loan is priced at Libor plus 350 bps with a 1% Libor floor and was sold at an original issue discount of 991/2. There is 101 soft call protection for one year.

Pricing on the second-lien loan is Libor plus 675 bps with a 1% Libor floor and it was sold at a discount of 99. This debt has call protection of 102 in year one and 101 in year two.

During syndication, the spread on the first-lien loan was reduced from Libor plus 400 bps while the call protection was pushed out from six months, and pricing on the second-lien loan was cut from Libor plus 725 bps.

Deutsche Bank Securities Inc., UBS Securities LLC, Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, RBS Securities Inc. and Wells Fargo Securities LLC are leading the $670 million deal that will fund the acquisition of the remaining 37% of Atkore by Clayton, Dubilier & Rice and refinance existing debt.

Atkore is a Harvey, Ill.-based manufacturer of primarily non-residential building products.

Gypsum starts trading

Gypsum Management and Supply's credit facility freed up too, with the $390 million seven-year first-lien covenant-light term loan (B3/B) quoted at 99¾ bid, par offered and the $160 million eight-year second-lien covenant-light term loan (Caa2/CCC+) quoted at par bid, 101 offered, a source remarked.

Pricing on the first-lien term loan is Libor plus 375 bps with a 1% Libor floor and it was sold at an original issue discount of 991/2. There is 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 675 bps with a 1% Libor floor and was sold at a discount of 99. This tranche has call protection of 102 in year one and 101 in year two.

Recently, the spread on the first-lien loan was increased Libor plus 350 bps and the spread on the second-lien loan was decreased from Libor plus 700 bps.

Gypsum getting revolver

Along with the term loans, Gypsum Management and Supply's $750 million credit facility includes a $200 million ABL revolver.

Credit Suisse Securities (USA) LLC, RBC Capital Markets and UBS Securities LLC are the leads on the term loans. RBC is leading the revolver.

Proceeds will be used to help fund the buyout of the company by AEA Investors.

Gypsum Management and Supply is aTucker, Ga.-based distributor of drywall, acoustical and other specialty building materials.

Planet Fitness tops OID

Planet Fitness' credit facility began trading, with the $390 million seven-year term loan B quoted at par bid, par ½ offered, sources said.

Pricing on the B loan is Libor plus 375 bps with a step-down to Libor plus 350 bps if total leverage is less than 3.75 times and subject to receipt of Dec. 31, 2014 financials. There is a 1% Libor floor and 101 soft call protection for six months, and the debt was issued at 991/2.

During syndication, pricing on the loan firmed at the low end of the Libor plus 375 bps to 400 bps talk, the step-down was added and the discount tightened from 99.

The company's $430 million credit facility (B1/B+) also includes a $40 million five-year revolver.

J.P. Morgan Securities LLC, Jefferies Finance LLC, Guggenheim, U.S. Bank and BMO Capital Markets are leading the deal that will be used to refinance existing debt, to purchase some clubs and to fund a dividend.

Planet Fitness is an operator of health clubs.

Milacron breaks

Milacron's $343 million term loan also hit the secondary, with levels quoted at par bid, par ¾ offered, according to a market source.

Pricing on the loan is Libor plus 300 bps with a 1% Libor floor, and the debt includes 101 soft call protection for one year.

J.P. Morgan Securities LLC is leading the deal.

Of the total term loan amount, $100 million is an add-on that will be used to repurchase some notes and fund acquisitions, and the remainder is a repricing that will take the existing term loan down from Libor plus 325 bps with a 1% Libor floor.

Milacron is a Cincinnati-based provider of plastics processing technologies and industrial fluids.

Eze sets terms

Back in the primary, Eze Software firmed pricing on its $380 million first-lien term loan (B+) due April 4, 2020 at Libor plus 300 basis points with a par offer price, the low end of talk of Libor plus 300 bps to 325 bps with an offer price of 99¾ to par, according to a market source. The 1% floor and 101 soft call protection for six months were left intact.

In addition, pricing on the $125 million second-lien term loan (CCC+) due April 4, 2021 came at Libor plus 625 bps with a par issue price, the tight end of talk of Libor plus 625 bps to 650 bps with an offer price of 99¾ to par, the source said. Unchanged were the 1% floor and call protection of 102 in year one and 101 in year two.

Bank of America Merrill Lynch, Morgan Stanley Senior Funding Inc. and Deutsche Bank Securities Inc. are leading Eze Software's $505 million of new covenant-light term loans that will refinance an existing first-lien term loan priced at Libor plus 325 bps with a 1.25% Libor floor and an existing second-lien term loan priced at Libor plus 725 bps with a 1.25% Libor floor.

Eze is a Boston-based provider of investment technology to support the front, middle and back office.

Cooper-Standard ups loan

Cooper-Standard Automotive increased its seven-year covenant-light term loan B (BB-) to $750 million from $725 million, while leaving pricing at Libor plus 300 bps with a 1% Libor floor and an original issue discount of 991/2, according to a market source. The debt has 101 soft call protection for one year.

The other day, pricing on the loan had been lowered from Libor plus 350 bps due to strong demand, and, with the flex, the call protection had been extended from six months.

Commitments were due at noon ET on Thursday and allocations are targeted for around midday on Friday, the source said.

Deutsche Bank Securities Inc., Bank of America Merrill Lynch, Barclays, J.P. Morgan Securities LLC and UBS Securities LLC are leading the deal that will be used to refinance existing debt, including 8½% notes due 2018 and 7 3/8% PIK toggle notes due 2018, and as a result of the upsizing, for general corporate purposes.

Cooper-Standard is a Novi, Mich.-based supplier of systems and components for the automotive industry.

Flexera reworks deal

Flexera Software cut pricing on its $345 million six-year first-lien term loan (B1/B) to Libor plus 350 bps from Libor plus 375 bps, and left the 1% Libor floor, original issue discount of 99½ and 101 soft call protection for six months unchanged, a source said.

As for the $125 million seven-year second-lien term loan (Caa1/CCC+), the spread was reduced to Libor plus 700 bps from Libor plus 725 bps and the discount was changed to 99½ from 99, the source continued. The 1% Libor floor and call protection of 102 in year one and 101 in year two remained in place.

The company's $495 million credit facility also includes a $25 million five-year revolver (B1/B).

Recommitments were due at 1 p.m. ET on Thursday. Allocations are targeted for next week.

Jefferies Finance LLC, BMO Capital Markets Corp. and Bank of America Merrill Lynch are leading the deal that will refinance existing debt and fund a dividend.

Flexera is a Schaumburg, Ill.-based provider of strategic application usage management services.

CPI changes surface

CPI International cut pricing on its $310 million seven-year term loan to Libor plus 325 bps from Libor plus 350 bps and revised the original issue discount to 99¾ from 991/2, while keeping the 1% Libor floor and 101 soft call protection for six months intact, according to a market source.

The company's $340 million senior secured credit facility (Ba3/B), for which recommitments are due at noon ET on Friday, also includes a $30 million five-year revolver.

UBS Securities LLC and MCS Capital are leading the deal that will be used to fund an up to $175 million dividend to parent company CPI International Holding Corp. and to refinance an existing credit facility.

CPI is a Palo Alto, Calif.-based provider of microwave, radio frequency, power and control services for critical defense, communications, medical, scientific and other applications.

U.S. Renal tweaks loan

U.S. Renal Care changed the original issue discount on its $225 million incremental first-lien term loan (Ba3) due July 3, 2019 to 99¾ from 991/2, according to a market source. Pricing on the incremental first-lien term loan is still Libor plus 325 bps with a 1% Libor floor, in line with the company's existing first-lien term loan, and all of the first-lien term loan debt is still getting 101 soft call protection for six months.

The company's $250 million of new covenant-light term loan debt also includes a $25 million incremental second-lien term loan (Caa1) due Jan. 3, 2020 priced at Libor plus 750 bps with a 1% Libor floor, in line with the existing second-lien loan, and offered at par. This tranche is non-callable through August, then at 102 for a year and 101 for a year, and existing second-lien lenders are getting a 25 bps amendment fee with this transaction.

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

Barclays, RBC Capital Markets, Goldman Sachs Bank USA and SunTrust Robinson Humphrey Inc. are leading the deal that will be used by the Plano, Texas-based provider of dialysis services to fund a dividend.

HUB sets talk

In more primary news, HUB International held a call in the afternoon to launch its $1,951,000,000 senior secured term loan due Oct. 2, 2020, and shortly before the event kicked off, talk on the debt emerged at Libor plus 300 bps to 325 bps with a 1% Libor floor, a par offer price and 101 soft call protection for six months, a source said.

Of the total term loan amount, $90 million is an add-on that will be used to refinance revolver debt and the remainder is to reprice the existing term loan from Libor plus 375 bps with a 1% Libor floor.

Commitments are due at 5 p.m. ET on April 3 and closing is targeted for the week of April 7, the source added.

Morgan Stanley Senior Funding Inc., Bank of America Merrill Lynch and RBC Capital Markets are the joint lead arrangers on the Chicago-based insurance brokerage's deal and joint bookrunners with BMO Capital Markets, Macquarie Capital and UBS Securities LLC.

DJO holds call

DJO emerged in the morning with plans to hold a call at 2:30 p.m. ET on Thursday to launch an $891 million first-lien term loan due September 2017 that is talked at Libor plus 300 bps to 325 bps with a 1% Libor floor and 101 soft call protection for six months, according to a market source.

The term loan amount includes a $40 million fungible add-on that is offered at an original issue discount of 99¾ and $851 million for a repricing of the existing first-lien term loan that is offered at par, the source said.

Proceeds from the add-on will be used to repay revolver debt and the repricing will take the existing term loan down from Libor plus 375 bps with a 1% Libor floor.

Credit Suisse Securities (USA) LLC is the left lead on the deal, for which commitments are due on April 3.

DJO is a Vista, Calif.-based provider of medical device solutions for musculoskeletal health, vascular health and pain management.

Kate Spade guidance

Kate Spade came out with talk of Libor plus 375 bps to 400 bps with a 1% Libor floor, an original issue discount of 99 to 99½ and 101 soft call protection for six months on its $400 million covenant-light term loan B that launched with a bank meeting during the session, according to sources.

Commitments are due on April 3, sources said.

Bank of America Merrill Lynch, J.P. Morgan Securities LLC, Wells Fargo Securities LLC and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to refinance some bonds and pay down ABL credit facility borrowings.

Kate Spade is a New York-based designer and marketer of accessories and apparel.

Archroma tack-on

Archroma held a call to launch a $25 million tack-on term loan B that is talked at Libor plus 825 bps with a 1.25% Libor floor and an original issue discount of 99, according to a market source.

The spread and floor on the tack-on loan match the existing term loan B.

Commitments are due on Monday, the source remarked.

Jefferies Finance LLC is leading the deal that will be used to repay revolver debt and fund an investment in a joint venture.

Archroma is a Switzerland-based textile chemicals, paper specialties and emulsions company.

High Liner readies deal

High Liner Foods set a bank meeting for Wednesday to launch a $480 million credit facility, according to a market source.

The facility consists of a $180 million five-year ABL revolver and a $300 million seven-year term loan B, the source said.

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

High Liner is a Lunenburg, N.S.-based processor and marketer of frozen seafoods and pasta.

Multi Packaging on deck

Multi Packaging/Chesapeake scheduled a call for 10 a.m. ET on Friday to launch a $50 million incremental term loan, according to a market source.

Barclays is leading the deal that will be used to fund contemplated acquisitions.

The company's current $280 million term loan due Sept. 30, 2020 is priced at Libor plus 325 bps with a 1% Libor floor and includes 101 soft call protection through Aug. 14, 2014.

Multi Packaging/Chesapeake is a provider of value-added packaging services.

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