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Published on 10/23/2018 in the Prospect News Bank Loan Daily.

Mitchell, Paradigm, CryoLife, Pixelle free up; SS&C, Hyland Software, Meredith revise deals

By Sara Rosenberg

New York, Oct. 23 – Mitchell International Inc. increased its add-on first-lien term loan size before breaking for trading Tuesday, and deals from Paradigm Outcomes (Comet Acquisition Inc.), CryoLife Inc. and Pixelle Specialty Solutions LLC surfaced in the secondary market too.

In more happenings, SS&C Technologies Holdings Inc. set the original issue discount on its add-on term loan B-5 at the tight end of guidance, and Hyland Software Inc. moved some funds between its incremental first-and second-lien term loans and updated pricing.

Also, Meredith Corp. widened pricing on its term loan B and adjusted the step-down, and Ply Gem moved up the commitment deadline on its incremental first-lien term loan.

Additionally, Information Resources Inc. (IRI Holdings Inc.), Atlantic Power Corp., Inspire Brands (IRB Holding Corp.) and Ta Chen International disclosed price talk with launch, and Entegris Inc., AssetMark Financial Holdings Inc. and U.S. Anesthesia Partners joined this week’s primary calendar.

Mitchell upsizes, breaks

Mitchell International raised its add-on first-lien term loan to $650 million from $500 million, and left pricing at Libor plus 325 basis points with a 0% Libor floor and an original issue discount of 99.75, a market source remarked.

The add-on term loan then freed up for trading on Tuesday afternoon and was seen at par bid, the source added.

KKR Capital Markets is the left lead on the deal that will be used to refinance Genex Services LLC’s existing credit facilities in connection with its merger with Mitchell, and funds from the upsizing will be used to repay a portion of Mitchell’s second-lien term loan.

The merger is subject to customary conditions, including regulatory approvals.

Mitchell is a San Diego-based provider of technology, connectivity and information solutions to the property and casualty claims and collision repair industries. Genex is a Wayne, Pa.-based provider of clinical solutions to the workers’ compensation, auto and disability insurance markets.

Paradigm frees up

Paradigm Outcomes’ credit facilities broke for trading, with the $475 million seven-year covenant-light first-lien term loan quoted at 99 7/8 bid, par 3/8 offered and the $130 million eight-year covenant-light second-lien term loan quoted at par bid, 101 offered, a market source said.

Pricing on the first-lien term loan is Libor plus 350 bps with a 25 bps step-down at 0.5 times inside closing net leverage and a 0% Libor floor. The debt was sold at an original issue discount of 99.75 and has 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 750 bps with a 0% Libor floor and was issued at a discount of 99.75. This tranche has call protection of 102 in year one and 101 in year two.

On Monday, the first-lien term loan was upsized from $450 million, the spread was cut from talk in the range of Libor plus 375 bps to 400 bps, the step-down was added and the discount was tightened from 99.5. Also, the second-lien term loan was downsized from $155 million, pricing was lowered from talk in the range of Libor plus 775 bps to 800 bps and the discount was changed from 99.

Paradigm getting revolver

In addition to the first-and second-lien term loans, Paradigm Outcomes’ $655 million of credit facilities include a $50 million revolver.

Credit Suisse Securities (USA) LLC and SunTrust Robinson Humphrey Inc. are leading the deal that 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 Outcomes is a Walnut Creek, Calif.-based provider of complex and catastrophic medical management to the workers’ compensation industry.

CryoLife hits secondary

CryoLife’s $224 million covenant-light term loan B (B2/B) due Dec. 1, 2024 also began trading, with levels seen at par ½ bid, 101¼ offered, according to a market source.

Pricing on the term loan is Libor plus 325 bps with a 1% Libor floor, and it was issued at par. The debt has 101 soft call protection for six months.

On Monday, pricing on the loan firmed at the tight end of the Libor plus 325 bps to 350 bps talk.

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 from Libor plus 400 bps with a 1% Libor floor.

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

Pixelle starts trading

Pixelle Specialty Solutions’s credit facilities broke too, with the $220 million six-year first-lien term loan B seen at 97¾ bid, 98½ offered, a market source said.

Pricing on the term loan B is Libor plus 600 bps with a 1% Libor floor, and it was sold at an original issue discount of 97.5. The loan has 101 soft call protection for one year.

During syndication, pricing on the term loan was increased from Libor plus 550 bps, the discount widened from 98.5, the call protection was extended from six months and the maturity was shortened from seven years.

The company’s $260 million of credit facilities (B2/B-) also include a $40 million revolver.

Credit Suisse Securities (USA) LLC and Citizens Bank are leading the deal that will be used with equity to fund the acquisition of P.H. Glatfelter’s Specialty Papers Business Unit by Lindsay Goldberg for $360 million, including $320 million of cash proceeds and the assumption of about $40 million of retiree health care liabilities.

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

Pixelle is a manufacturer of specialty paper products used in various end-markets.

SS&C sets OID

Back in the primary market, SS&C Technologies firmed the original issue discount on its $1 billion add-on covenant-light term loan B-5 due April 2025 at 99.75, the tight end of the 99.5 to 99.75 talk, according to a market source.

Pricing on the term loan B-5 is Libor plus 225 bps with a step-up to Libor plus 250 bps at 4.75 times net secured leverage, which is expected pro forma for the IntraLinks Holdings Inc. acquisition, and a 0% Libor floor.

Deutsche Bank Securities Inc., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC and RBC Capital Markets are leading the deal that will be used to help fund the acquisition of Intralinks from Siris Capital Group for $1.5 billion, split between $1 billion in cash and $500 million in SS&C stock.

Closing is expected on Nov. 15.

SS&C is a Windsor, Conn.-based provider of investment and financial software-enabled services and software for the financial services and health care industries. Intralinks is a New York-based financial technology provider for the banking, deal making and capital markets communities.

Hyland reworked

Hyland Software lifted its fungible incremental first-lien term loan due July 1, 2024 to $147 million from $97 million and changed the issue price to par from 99.75, according to a market source. Pricing on the incremental loan and extension of the company’s existing $1,373,000,000 first-lien term loan remained at Libor plus 350 bps, but a 25 bps step-down was added at 0.5 times inside closing first-lien net leverage. The debt still has a 0.75% Libor floor and 101 soft call protection for six months.

As for the company’s fungible incremental second-lien term loan due 2025, it was scaled back to $225 million from $275 million, pricing was lowered to Libor plus 700 bps from Libor plus 725 bps, the issue price was modified to par from 99.5 and the call protection was revised to a 101 hard call for 18 months from 102 in year one and 101 in year two, the source said. The 0.75% Libor floor was left intact.

Because pricing on the incremental second-lien term loan was reduced, pricing on the company’s existing $285 million second-lien term loan due 2025 will no longer be increased to Libor plus 725 bps from its current rate of Libor plus 700 bps.

Hyland lead banks

Credit Suisse Securities (USA) LLC and UBS Investment Bank are leading Hyland’s $1,745,000,000 of term loans.

Recommitments were due at 2 p.m. ET on Tuesday, the source added.

The incremental loans will be used to fund a shareholder distribution, and the first-lien term loan extension will push out the maturity on the existing first-lien term loan by two years and increase pricing from Libor plus 325 bps with a 0.75% Libor floor.

First-lien term loan lenders are offered a 25 bps extension fee.

Hyland, a Thoma Bravo portfolio company, is a Westlake, Ohio-based enterprise content-management software developer.

Meredith tweaks loan

Meredith lifted pricing on its $1,595,000,000 term loan B (BB) to Libor plus 275 bps from Libor plus 250 bps and changed the condition for the 25 bps stepdown to 2.25 times consolidated net leverage from 2 times, according to a market source.

Furthermore, all proposed amendments were removed except for the request to remove payment of unsecured unsubordinated debt and junior lien secured indebtedness from the restriction on restricted payments, the source said.

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

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

RBC Capital Markets is leading the deal that will be used to reprice an existing term loan B from Libor plus 300 bps with a 0% Libor floor.

Meredith is a Des Moines-based media and marketing company.

Ply Gem accelerated

Ply Gem revised the commitment deadline on its fungible $665 million incremental first-lien term loan (B2/B+) due April 12, 2025 to 5 p.m. ET on Thursday from 5 p.m. ET on Oct. 30, a market source said.

Pricing on the incremental term loan is Libor plus 375 bps with a 0% Libor floor, and the debt has 101 soft call protection through April 12, 2019. Original issue discount talk on the loan is 99.5.

Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, RBC Capital Markets, UBS Investment Bank, Barclays, Bank of America Merrill Lynch, Deutsche Bank Securities Inc., Goldman Sachs Bank USA, Credit Agricole, Jefferies LLC, MUFG, Natixis, Societe Generale and US Bank are leading the deal that will be used to fund the acquisition of NCI Building Systems Inc.

Under the agreement, NCI will issue 58.7 million shares to Ply Gem shareholders. Upon closing, NCI shareholders will own 53% of the company’s common equity and Ply Gem shareholders will own 47%.

Closing is expected this quarter, subject to approval by NCI shareholders and regulatory approvals.

Ply Gem is a Cary, N.C.-based manufacturer of exterior building products for residential construction. NCI is a Houston-based manufacturer of metal products for the commercial building industry.

Information Resources talk

Also in the primary market, Information Resources held its bank meeting on Tuesday and announced price talk on its $1.21 billion seven-year first-lien term loan (B2) at Libor plus 375 bps to 400 bps with a 0% Libor floor and an original issue discount of 99.5, according to a market source.

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

Commitments are due on Nov. 6, the source said.

The company’s $1.68 billion of senior secured credit facilities also include an $80 million five-year revolver (B2), and a $390 million privately placed eight-year senior secured second-lien term loan (Caa2) that is non-callable for one year, then at 102 in year two and 101 in year three.

Jefferies LLC, Nomura and Ares are leading the debt, which 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.

Atlantic Power guidance

Atlantic Power released talk of Libor plus 275 bps with a 1% Libor floor, a par issue price and 101 soft call protection for six months on its $470 million senior secured first-lien term loan (Ba2/BB-) due April 2023 that launched with a morning call, a market source said.

Existing lender commitments are due at noon ET on Friday and new money commitments are due at noon ET on Nov. 2, the source added.

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 due April 2023 down from Libor plus 300 bps with a 1% Libor floor.

Atlantic Power is a Boston-based owner, developer and operator of a diversified fleet of 23 power generation projects across nine states in the United States and two Canadian provinces.

Inspire floats terms

Inspire Brands launched at its morning bank meeting its fungible $1,025,000,000 incremental first-lien term loan B (B2/B) due Feb. 5, 2025 with original issue discount talk of 99.75, according to a market source.

Like the existing first-lien term loan, the incremental term loan is priced at Libor plus 325 bps with a 25 bps step-down at 2.5 times first-lien net leverage and a 1% Libor floor.

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

Commitments are due at 2 p.m. ET on Thursday.

Barclays, Bank of America Merrill Lynch, Credit Suisse Securities (USA) LLC, Morgan Stanley Senior Funding Inc., Wells Fargo Securities LLC and KeyBanc Capital Markets are leading the deal that will be used to help fund the acquisition of Sonic Corp., an Oklahoma City-based drive-in restaurant chain, for $43.50 per share in cash in a transaction valued at about $2.3 billion, including the assumption of Sonic’s net debt.

Pro forma first-lien net leverage is 3.4 times.

Closing is expected by year-end, subject to Sonic shareholder approval, regulatory approvals and other customary conditions.

Inspire, a Roark Capital Group portfolio company, is an Atlanta-based multi-brand restaurant company.

Ta Chen launches

Ta Chen International came out with talk of Libor plus 350 bps with a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months on its $250 million five-year term loan B (B3/B) that launched with a call during the session, a market source said.

Commitments are due at noon ET on Nov. 1.

J.P. Morgan Securities LLC is leading the deal that will be used to help fund the acquisition of Arconic’s Texarkana, Texas, rolling mill for about $300 million in cash, plus additional contingent consideration of up to $50 million.

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

Ta Chen is a Long Beach, Calif.-based distributor of stainless, aluminum and nickel alloy coils, sheets, plates, long products, tubes and PVFs.

Entegris coming soon

Entegris scheduled a lender call for 1 p.m. ET on Thursday to launch a $200 million senior secured term loan B, a market source remarked.

The company’s $500 million of credit facilities (Baa3/BBB-) also include a $300 million revolver, the source added.

Goldman Sachs Bank USA, Barclays, Citigroup Global Markets Inc., Morgan Stanley Senior Funding Inc., PNC and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to refinance existing debt.

Entegris is a Billerica, Mass.-based developer, manufacturer and supplier of microcontamination control products, specialty chemicals, and advanced materials handling solutions for manufacturing processes in the semiconductor and other high-technology industries.

AssetMark joins calendar

AssetMark Financial will hold a bank meeting at 10 a.m. ET in New York on Wednesday to launch a $250 million seven-year first-lien term loan that has a 0% Libor floor and 101 soft call protection for six months, according to a market source.

Commitments are due on Nov. 7, the source said.

Credit Suisse Securities (USA) LLC is leading the deal, which will be used to fund a shareholder distribution and for general corporate purposes.

AssetMark is a Concord, Calif.-based provider of wealth management and technology solutions that power independent financial advisors and their clients.

U.S. Anesthesia on deck

U.S. Anesthesia Partners set a lender call for 1 p.m. ET on Thursday to launch a $275 million add-on senior secured first-lien term loan (B) and an amendment to its credit agreement, a market source said.

Goldman Sachs Bank USA is leading the deal.

The add-on loan will be used to fund a distribution to shareholders.

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


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