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Published on 10/22/2018 in the Prospect News Bank Loan Daily.

United Natural, SAIC, Wynn, Aspen Dental break; CPM, Paradigm, BCP, CryoLife update deals

By Sara Rosenberg

New York, Oct. 22 – United Natural Foods Inc. widened the issue price on its term loan B for a second time before freeing up for trading on Monday, and deals from Science Applications International Corp. (SAIC), Wynn Resorts Ltd. and Aspen Dental Management Inc. surfaced in the secondary market too.

In more happenings, CPM Holdings Inc. shifted funds between its term loans and updated pricing, and Paradigm Outcomes (Comet Acquisition Inc.) moved some funds between its first-and second-lien term loans and tightened spreads and original issue discounts.

Also, BCP Raptor II LLC (Caprock Midstream) firmed the spread on its term loan B at the low end of talk and modified the original issue discount, CryoLife Inc. finalized pricing on its term loan B at the low side of guidance, and GFL Environmental Inc. accelerated the commitment deadline on its incremental term loan B.

Additionally, Gray Television Inc. and Concrete Pumping Holdings Inc. released price talk with launch, Albertsons Cos. Inc., RealD Inc. and Atlantic Power Corp. emerged with new deal plans, and Information Resources Inc. (IRI Holdings Inc.) came out with timing and structure on its credit facilities.

United Natural revised

United Natural Foods adjusted the original issue discount on its $1.8 billion seven-year term loan B (B2/B+) to 97 from modified talk of 98 and initial talk of 99.5, according to a market source.

The term loan B is priced at Libor plus 425 bps with a 0% Libor floor and has 101 soft call protection for one year.

The company’s $4.05 billion of credit facilities also include a $150 million 364-day term loan B, which is expected to be paid down with near-term asset sale/sale leaseback proceeds, and a $2.1 billion ABL revolver.

Previously in syndication, the term loan was downsized from $2.05 billion, the spread was lifted from Libor plus 375 bps, the soft call protection was extended from six months and a springing maturity was added to December 2024 if the Whole Foods/Amazon contract is not renewed. Additionally, the 364-day term loan B was added and the revolver was upsized from $2 billion.

United Natural frees up

After terms finalized, United Natural Foods’ credit facilities broke for trading, and the term loan B was quoted at 97 bid, 97½ offered, another source added.

Goldman Sachs Bank USA, Bank of America Merrill Lynch and U.S. Bank are leading the debt.

Proceeds are being used to fund the acquisition of SuperValu for $32.50 per share in cash, or about $2.9 billion, including the assumption of outstanding debt and liabilities, and to refinance existing debt. The acquisition closed on Monday.

United Natural Foods is a Providence, R.I.-based wholesale distributor to the natural, organic and specialty food industry. SuperValu is an Eden Prairie, Minn.-based supermarket operator and wholesale grocery distributor.

SAIC hits secondary

Science Applications’ $1.05 billion seven-year senior secured covenant-light term loan B (Ba2/BB) began trading as well, with levels seen at par bid, par ½ offered, according to a market source.

Pricing on the term loan is Libor plus 175 bps with a 0% Libor floor, and it was sold at an original issue discount of 99.5. The loan has 101 soft call protection for six months.

During syndication, pricing on the term loan was lowered from Libor plus 200 bps.

Citigroup Global Markets Inc., Bank of America Merrill Lynch, MUFG, PNC, SunTrust Robinson Humphrey Inc., U.S. Bank, Wells Fargo Securities LLC, Capital One, SMBC and TD Securities (USA) LLC are leading the deal that will be used to refinance debt in connection with the acquisition of Engility Holdings Inc. for 0.45 of a Science Applications common share per Engility share. The transaction is valued at about $2.5 billion, including the repayment of $900 million of Engility’s debt.

Closing is expected on Oct. 31.

Science Applications is a McLean, Va.-based technology integrator providing full life-cycle services and solutions in the technical, engineering and enterprise information technology markets. Engility is a Chantilly, Va.-based provider of integrated services for the U.S. government.

Wynn starts trading

Wynn Resorts’ $500 million six-year covenant-light term loan B emerged in the secondary market in the afternoon and levels were quoted at par bid, par ½ offered, according to a market source.

Pricing on the term loan is Libor plus 225 bps with a 0% Libor floor, and it was sold at an original issue discount of 99.75. The debt has 101 soft call protection for six months.

During syndication, the term loan was upsized from $400 million, pricing was flexed from Libor plus 250 bps and the discount was changed from 99.5.

Deutsche Bank Securities Inc., Bank of America Merrill Lynch, Fifth Third, J.P. Morgan Securities LLC, SunTrust Robinson Humphrey Inc. and Goldman Sachs Bank USA are leading the deal that will be used for general corporate purposes.

Wynn Resorts is a Las Vegas-based developer, owner and operator of destination casino resorts.

Aspen Dental tops par

Aspen Dental Management’s $868 million term loan B (B2/B) freed to trade too, with levels quoted at par 1/8 bid, par 3/8 offered, a trader said.

Pricing on the loan is Libor plus 300 bps with a step-down to Libor plus 275 bps at 4.75 times first-lien net leverage and a 0% Libor floor. The debt was issued at par and has 101 soft call protection for six months.

RBC Capital Markets is leading the deal that will be used to reprice an existing term loan B down from Libor plus 325 bps with a 0% Libor floor.

Aspen Dental is an East Syracuse, N.Y.-based dental support organization.

CPM changes surface

Back in the primary market, CPM Holdings lifted its seven-year first-lien term loan to $540 million from $515 million, firmed pricing at Libor plus 375 bps, the low end of the Libor plus 375 bps to 400 bps talk, tightened the original issue discount to 99.75 from 99.5 and revised the pricing grid to include one 25 bps leverage-based step-down instead of two, a market source said. This tranche still has a 0% Libor floor and 101 soft call protection for six months.

The company also scaled back its eight-year second-lien term loan to $200 million from $225 million, set pricing at Libor plus 825 bps, the high end of the Libor plus 800 bps to 825 bps talk, and removed the one 25 bps leverage-based step-down, while leaving the 0% Libor floor, discount of 99 and hard call protection of 102 in year one and 101 in year two unchanged, the source continued.

The company’s $790 million senior secured deal also includes a $50 million five-year revolver.

CPM accelerated

Commitments for CPM’s credit facilities were due at 5 p.m. ET on Monday, moved up from 5 p.m. ET on Tuesday, the source added.

Jefferies LLC, BMO Capital Markets, Goldman Sachs Bank USA, Rabobank and Stifel are leading the deal that will be used to fund the buyout of the company by American Securities LLC.

CPM is a provider of proprietary process equipment, engineered system solutions and related aftermarket parts for the animal feed, oilseed processing, consumer food products, biomass, and engineered materials markets.

Paradigm reworked

Paradigm Outcomes raised its seven-year covenant-light first-lien term loan to $475 million from $450 million, cut pricing to Libor plus 350 bps from talk in the range of Libor plus 375 bps to 400 bps, added a 25 bps step-down at 0.5 times inside closing net leverage and changed the original issue discount to 99.75 from 99.5, while leaving the 0% Libor floor and 101 soft call protection for six months intact, a market source remarked.

Furthermore, the company trimmed its eight-year covenant-light second-lien term loan to $130 million from $155 million, reduced pricing to Libor plus 750 bps from talk in the range of Libor plus 775 bps to 800 bps and revised the discount to 99.75 from 99, the source continued. This tranche still has a 0% Libor floor and call protection of 102 in year one and 101 in year two.

The company’s $655 million of credit facilities also include a $50 million revolver.

Paradigm lead banks

Credit Suisse Securities (USA) LLC and SunTrust Robinson Humphrey Inc. are leading Paradigm Outcomes’ credit facilities.

Recommitments were due at 3 p.m. ET on Monday, the source added.

The new debt will be used to help fund the buyout of the company by Omers Private Equity. Summit Partners, Paradigm’s existing majority owner, will continue to be a shareholder in the company.

Paradigm is a Walnut Creek, Calif.-based provider of complex and catastrophic medical management to the workers’ compensation industry.

BCP tweaks loan

BCP Raptor set pricing on its $690 million seven-year term loan B (B2/B/BB-) at Libor plus 475 bps, the low end of the Libor plus 475 bps to 500 bps talk, moved the original issue discount to 99.5 from 99 and revised the MFN to 50 bps with a 12 month sunset from 75 bps with a 12 month sunset, a market source said.

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

Recommitments were due at noon ET on Monday, the source added.

Barclays is leading the debt that will be used with equity to fund the acquisition of Caprock Midstream Holdings by Blackstone Energy Partners from Energy Spectrum Capital and Caprock Midstream Management for $950 million plus pre-closing adjustments.

Closing is expected this year.

Caprock, which will be renamed BCP Raptor, is a Humble, Texas-based midstream operator.

CryoLife sets spread

CryoLife firmed pricing on its $224 million covenant-light term loan B (B2/B) due Dec. 1, 2024 at Libor plus 325 bps, the tight end of the Libor plus 325 bps to 350 bps talk, and left the 1% Libor floor, par issue price and 101 soft call protection for six months intact, according to a market source.

Allocations are expected on Tuesday, the source said.

Deutsche Bank Securities Inc., Capital One Bank and Fifth Third Bank are leading the deal that will be used to reprice an existing term loan B.

CryoLife is a Kennesaw, Ga.-based medical device and tissue processing company focused on cardiac and vascular surgery.

GFL moves deadline

GFL Environmental accelerated the commitments deadline on its fungible $1.31 billion incremental term loan B (B1/BB-) due May 31, 2025 to 5 p.m. ET on Wednesday from noon ET on Oct. 31, a market source remarked.

Pricing on the incremental loan is Libor plus 275 basis points with a 1% Libor floor, in line with existing term loan pricing, and the debt is talked with an original issue discount of 99 to 99.25.

Barclays, BMO Capital Markets Corp. and RBC Capital Markets are leading the deal that will be used with $400 million of senior unsecured notes and additional equity from BC Partners and other equity investors to fund the company’s merger with Waste Industries.

The merger agreement values Waste Industries at $2,825,000,000. Substantially all existing Waste Industries debt is expected to be refinanced at closing, including the existing senior secured credit facilities and the 6% senior notes due 2025, which are anticipated to be called at the then-applicable make-whole call price.

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

GFL is a Toronto-based environmental services company. Waste Industries is a Raleigh, N.C.-based provider of non-hazardous solid waste collection, transfer, recycling and disposal services.

Gray Television talk

Also in the primary market, Gray Television held its lender call on Monday, launching its $2.15 billion seven-year incremental covenant-light term loan B (Ba2/BB/BB+) at talk of Libor plus 225 bps to 250 bps with a 0% Libor floor and an original issue discount of 99.5, a market source said.

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

Commitments are due at noon ET on Oct. 30.

Wells Fargo Securities LLC is the left lead on the debt that will be used to help fund the acquisition of Raycom Media Inc. for $2.85 billion in cash, $650 million in a new series of preferred stock and 11.5 million shares of Gray common stock, and to refinance debt.

The company is also getting a $200 million five-year revolver that is pari passu with the term loan to replace its existing $100 million priority revolver due February 2022, and is looking to amend its existing $595 million term loan due February 2024.

Closing is expected this quarter, subject to customary conditions and regulatory approvals.

Pro forma first-lien net leverage will be around 3.5 times and total net leverage will be around 5.1 times.

Atlanta-based Gray Television and Montgomery, Ala.-based Raycom are television broadcast companies.

Concrete floats guidance

Concrete Pumping announced talk of Libor plus 525 bps to 550 bps with a 0% Libor floor and an original issue discount of 99 on its $350 million seven-year covenant-light first-lien term loan (B2/B) shortly before its morning bank meeting began, according to a market source.

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

Commitments are due at noon ET on Nov. 5, the source said. The deadline was revised from a previously outlined time of 5 p.m. ET on Nov. 2.

In addition to the term loan, the company plans to get a $60 million ABL revolver led by Wells Fargo.

Credit Suisse Securities (USA) LLC, Jefferies LLC and Stifel are leading the deal that will be used to help fund the acquisition of the company by Industrea Acquisition Corp., a special purpose acquisition company, from majority shareholder Peninsula Pacific, select members of management and former manager shareholders.

Closing is expected in the fourth quarter.

Concrete Pumping is a concrete pumping services and concrete environmental waste management solutions provider.

Albertsons joins calendar

Albertsons scheduled a lender call for 9 a.m. ET on Tuesday to launch a $2 billion seven-year covenant-light first-lien term loan B-7 (Ba2/BB-) talked at Libor plus 300 bps with a 0.75% 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 at noon ET on Friday, the source said.

Credit Suisse Securities (USA) LLC, Bank of America Merrill Lynch, Citigroup Global Markets Inc., Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc., Deutsche Bank Securities Inc., Barclays, Wells Fargo Securities LLC, US Bank, MUFG, RBC Capital Markets, SunTrust Robinson Humphrey Inc. and TD Securities (USA) LLC are leading the deal that will be used with cash and an ABL revolver draw to refinance an existing term loan B-4.

Albertsons is a Boise, Idaho-based food and drug retailer.

RealD coming soon

RealD will hold a bank meeting at 2:15 p.m. ET on Thursday to launch $325 million of senior secured term loans, a market source said.

The debt consists of a $250 million five-year first-lien term loan and a $75 million six-year second-lien term loan, the source added.

The first-lien term loan has 101 soft call protection for one year, while call protection on the second-lien term loan is still to be determined.

Jefferies LLC is leading the deal that will be used to refinance existing indebtedness.

RealD is a Beverly Hills, Calif.-based licensor of 3D and other visual technologies for use in the cinema industry.

Atlantic Power on deck

Atlantic Power set a lender call for 11 a.m. ET on Tuesday to launch a $470 million senior secured first-lien term loan a market source remarked.

Goldman Sachs Bank USA, Wells Fargo Securities LLC, Bank of America Merrill Lynch, RBC Capital Markets, MUFG and ICBC are leading the deal that will be used to reprice an existing term loan.

Atlantic Power is a Dedham, Mass.-based owner, developer and operator of a diversified fleet of 22 power generation projects totaling 1,440 MW of net generating capacity across nine states in the United States and two Canadian provinces.

Cyanco readies loan

Cyanco scheduled a lender call for 2:30 p.m. ET on Wednesday to launch a $75 million incremental covenant-light first-lien term loan due March 2025 that has a 0% Libor floor, a market source said.

Commitments are due at 5 p.m. ET on Oct. 30, the source added.

Deutsche Bank Securities Inc. is leading the deal, which will be used to refinance existing debt.

Cyanco is a Pearland, Texas-based supplier of sodium cyanide used for the extraction of gold and silver.

IRI timing, tranching emerge

Information Resources set its bank meeting for 10:30 a.m. ET on Tuesday to launch $1.29 billion of first-lien senior secured credit facilities, according to a market source. Previously, it was known that the deal would come to market early this week, but exact timing was unavailable.

The first-lien facilities consist of an $80 million five-year revolver, and a $1.21 billion seven-year first-lien term loan that has 101 soft call protection for six months, the source said.

The company is also getting a $390 million privately placed eight-year senior secured second-lien term loan with hard call protection of 102 in year one and 101 in year two

Jefferies LLC, Nomura and Ares are leading the deal that will be used to help fund the buyout of the company by Vestar Capital and select co-investors.

Information Resources is a Chicago-based provider of big data, predictive analytics and forward-looking insights that help companies grow their businesses.


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