Elanco, Banijay, Aspen Dental, Innophos, Mister Car Wash, Dynatrace, Gigamon break

By Sara Rosenberg

New York, Feb. 4 – Elanco Animal Health Inc. upsized its term loan B, lowered the spread and tightened the issue price, and eliminated plans for a term loan A, and Banijay Group reduced the size of its euro term loan B, trimmed pricing for a second time and set the issue price at the tight end of guidance, and then both of these deals freed to trade on Tuesday.

Also, Aspen Dental Management Inc. (ADMI Corp.) lifted the spread on its add-on term loan and cancelled plans for a repricing of its existing term loan before breaking for trading, and deals from Innophos Holdings Inc., Mister Car Wash Holdings Inc., Dynatrace LLC and Gigamon Inc. emerged in the secondary market too.

In more happenings, EyeCare Partners LLC moved some funds between its first- and second-lien term loans, cut pricing on the first-lien debt, added a step-down and changed the original issue discount, and Rohm widened original issue discount talk on its U.S. and euro term loans.

Furthermore, Arconic Rolled Products Corp. updated pricing on its term loan B, and United Planet Fitness (United PF Holdings LLC) accelerated the commitment deadline for its first-lien term loan debt.

Additionally, Virtu Financial LLC (VFH Parent LLC), Allegiant Travel Co. and Matador Bidco disclosed price talk with launch, and Veeam Software, Informatica LLC, Savage Enterprises LLC and First American Payment Systems LP joined this week’s primary calendar.

Elanco reworked

Elanco Animal Health raised its seven-year term loan B to $4.275 billion from a revised amount of $3.7 billion as a $575 million term loan A was removed from the capital structure, according to a market source.

Additionally, pricing on the term loan B was reduced to Libor plus 175 basis points from Libor plus 200 bps, and the issue price was set at par, the tight end of revised talk of 99.875 to par and tight of initial talk in the range of 99.5 to 99.75, the source said.

The term loan B has a 0% Libor floor, 101 soft call protection for six months and a ticking fee of half the spread from days 46 to 90 and the full spread onwards.

The company’s $5.025 billion of credit facilities (Baa3/BB+/BBB-) also include a $750 million revolver.

Previously in syndication, the term loan B was upsized from $2.425 billion as plans were cancelled for $1.275 billion of other secured debt.

Elanco frees to trade

Elanco’s credit facilities broke for trading late in the day, with the term loan B quoted at par ¼ bid, par ¾ offered, another source added.

Goldman Sachs Bank USA, Citigroup Global Markets Inc. and J.P. Morgan Securities LLC are leading the debt that will be used to help fund the acquisition of Bayer AG’s animal health business for $5.32 billion in cash, subject to customary purchase price adjustments, and $2.28 billion or about 68 million Elanco Animal Health common shares. This represents a 70% to 30% cash-to-equity mix.

Closing is targeted for mid-year, subject to regulatory approval and other customary conditions.

Elanco is a Greenfield, Ind.-based animal health company that develops products and knowledge services to prevent and treat disease in food animals and pets.

Banijay revised again

Banijay Group scaled back its euro five-year covenant-lite term loan B (B1/B/B+) to €453 million from €503 million, cut pricing to Euribor plus 375 bps from revised talk of Euribor plus 400 bps and initial talk in the range of Euribor plus 425 bps to 450 bps, and finalized the issue price at par, the tight end of revised talk of 99.75 to par and tight of initial talk of 99.5, a market source said. The 0% floor was unchanged.

The company’s $460 million five-year covenant-lite term loan B (B1/B/B+) remained priced at Libor plus 375 bps with a 0% Libor floor and an original issue discount of 99.75.

However, earlier in syndication, the U.S. term loan was downsized from €450 million equivalent, pricing was reduced from talk in the range of Libor plus 425 bps to 450 bps, the margin step-down was removed and the discount was changed from 99.

As before, both term loans have 101 soft call protection for six months.

Banijay starts trading

On Tuesday, Banijay’s bank debt emerged in the secondary market, with the U.S. term loan B quoted at par ¼ bid, par ¾ offered, another source added.

Deutsche Bank, Natixis and Societe Generale are the global coordinators and joint bookrunners on the deal. BNP Paribas and BofA Securities, Inc. are passive bookrunners.

The term loans will be used to help redeem Banijay 2022 notes and repay senior credit facilities, to fund the acquisition of Endemol Shine from Walt Disney Co. and Apollo Global Management Inc. and repay debt, to refinance the consideration paid for the Bear Grylls acquisitions, and to pay fees and expenses.

Other funds for the transaction will come from $403 million of senior secured notes, revised recently from €325 million equivalent, €575 million of senior secured notes, upsized on Tuesday from €525 million with the euro term loan downsizing, and €400 million of senior notes.

Banijay is a Paris-based independent production and distribution business.

Aspen updated, breaks

Aspen Dental Management widened pricing on its fungible $50 million add-on term loan (B2/B) due April 30, 2025 to Libor plus 275 bps from Libor plus 250 bps and terminated plans to reprice its existing $857 million term loan (B2/B) due April 30, 2025 to Libor plus 250 bps from Libor plus 275 bps, according to a market source.

The add-on term loan still has a 0% Libor floor and an original issue discount of 99.75.

In the afternoon, the add-on term loan freed up, with levels quoted at 99 7/8 bid, par 1/8 offered, a trader added.

RBC Capital Markets is leading the deal that will be used to fund a dividend.

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

Innophos tops OID

Innophos Holdings’ bank debt started trading as well, with the $440 million seven-year first-lien term loan B (B1/B+) quoted at 99¾ bid, par ¾ offered, a trader remarked.

Pricing on the term loan B is Libor plus 375 bps with two 25 bps step-downs at 2.6x and 2.1x first-lien net leverage and a 0% 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, the term loan B was upsized from $415 million as a senior notes offering was downsized to $275 million from $300 million and pricing was decreased from talk in the range of Libor plus 400 bps to 425 bps.

The company’s $565 million of senior secured credit facilities also include a $125 million five-year asset-based revolver that is expected to be undrawn at close.

RBC Capital Markets, KeyBanc Capital Markets and Barclays are leading the deal that will be used with the notes and $306 million of equity to fund the buyout of the company by One Rock Capital Partners LLC for $32.00 per share. The transaction has a total enterprise value of $944 million.

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

Innophos is a Cranbury, N.J.-based producer of essential ingredients.

Mister Car frees up

Mister Car Wash’s $796 million first-lien term loan (B2/B-) due May 14, 2026 and $40 million delayed-draw first-lien term loan (B2/B-) due May 14, 2026 also broke for trading, with levels quoted at par 1/8 bid, par ½ offered, according to a market source.

Pricing on the term loan debt is Libor plus 325 bps with a 25 bps step-down at 4.25x first-lien net leverage and a 0% Libor floor. The debt was issued at par and has 101 soft call protection for six months.

During syndication, pricing on the term loan debt was increased from Libor plus 300 bps.

Jefferies LLC is leading the deal that will be used to reprice existing funded and delayed-draw first-lien term loans down from Libor plus 350 bps with a 25 bps step-down at 4.83x first-lien net leverage.

Mister Car Wash is a Tucson-based car wash company.

Dynatrace above par

Another deal to surface in the secondary market was Dynatrace’s $521,125,000 first-lien term loan (B1/B) due August 2025, and the debt was quoted at par ¼ bid, a market source said.

Pricing on the term loan is Libor plus 225 bps with a 0% Libor floor and it was issued at par. The loan has 101 soft call protection for six months.

Jefferies LLC is leading the deal that will be used to reprice an existing first-lien term loan down from Libor plus 275 bps.

Dynatrace is a Waltham, Mass.-based software company providing software intelligence for the enterprise cloud.

Gigamon hits secondary

Gigamon’s fungible $150 million incremental first-lien term loan (B3/B-) due Dec. 27, 2024 and repriced $392 million first-lien term loan (B3) due Dec. 27, 2024 freed up too, with levels quoted at 99¾ bid, par ¼ offered, a market source remarked.

Pricing on the term loan debt is Libor plus 425 bps with a step-down to Libor plus 400 bps at 3.55x first-lien net leverage and a 1% Libor floor. The incremental term loan was sold at an original issue discount of 99.25 and the repriced loan was issued at par. The debt has 101 soft call protection for six months.

During syndication, pricing on the incremental term loan was lowered from Libor plus 450 bps, the step-down to Libor plus 425 bps at 4.05x first-lien net leverage was removed, the discount on the incremental loan was changed from 99, and the repricing of the existing term loan down from Libor plus 450 bps was added to the transaction.

Jefferies LLC is leading the deal that is expected to close this week.

Proceeds from the incremental term loan will be used to repay an existing second-lien term loan.

Gigamon is a Santa Clara, Calif.-based provider of active visibility into physical and virtual network traffic.

EyeCare modified

Back in the primary market, EyeCare Partners upsized its seven-year covenant-lite first-lien term loan (B2/B) to $925 million from $900 million by increasing the funded portion of the tranche and leaving the delayed-draw portion at $175 million, reduced pricing to Libor plus 375 bps from talk in the range of Libor plus 400 bps to 425 bps, added a 25 bps step-down at B2/B ratings with a stable outlook, and revised the original issue discount to 99.875 from 99.5, a market source said. Current corporate ratings are B3/B.

The first-lien term loan has a 0% Libor floor and 101 soft call protection for six months, and the delayed-draw term loan has a ticking fee of half the margin from days 46 to 90 and the full margin onwards.

With the first-lien term loan upsizing, the company scaled back its privately placed second-lien term loan to $150 million from $175 million.

The company’s $1.185 billion of credit facilities also include a $110 million revolver.

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

Credit Suisse Securities (USA) LLC, Macquarie Capital (USA) Inc., Barclays, Deutsche Bank Securities Inc., UBS Investment Bank and Nomura are leading the deal that will be used to help fund the buyout of the St. Louis-based eye care services provider by Partners Group.

Closing is expected this quarter.

Rohm tweaks deal

Rohm adjusted original issue discount talk on its $612 million term loan B (B2/B/B) due July 31, 2026 to a range of 85 to 86 from 95 and on its €977 million term loan B (B2/B/B) due July 31, 2026 to a range of 87 to 88 from 95, according to a market source.

The term loans are priced at Libor/Euribor plus 500 bps with a 0% floor.

Commitments are due at the close of business Wednesday, the source added.

Barclays, Deutsche Bank and Goldman Sachs are the bookrunners on the deal, with Barclays the left lead on the U.S. piece. Mandated lead arrangers include BofA Securities, Inc., RBC Capital Markets, HSBC, NatWest, Bank of China and Helaba.

This transaction is a sell-down of the loans that were obtained last year for the buyout of Evonik Industries AG’s methacrylates business by Advent International for €3 billion.

Rohm, formerly known as Madrid, is a provider of methacrylate solutions to a variety of end markets, including paints and coatings, construction, automotive and health care.

Arconic tightens

Arconic Rolled Products firmed pricing on its $600 million seven-year first-lien senior secured term loan B (Ba1/BB+/BBB-) at Libor plus 275 bps, the low end of revised talk of Libor plus 275 bps to 300 bps and down from initial talk of Libor plus 350 bps, and revised the original issue discount to 99.5 from 99, according to a market source.

As before, the term loan has a 0% Libor floor.

Previously in syndication, the term loan was downsized from $800 million as the company’s second-lien secured notes offering was upsized to $600 million from $400 million.

J.P. Morgan Securities LLC is the left lead on the deal that will be used to help fund the separation of the company from Arconic Inc.

Arconic Rolled is an aluminum products company.

United Planet accelerated

United Planet Fitness moved up the commitment deadline for its $525 million seven-year first-lien term loan (B1/B) and $65 million delayed-draw first-lien term loan (B1/B) to 3 p.m. ET on Thursday from Feb. 11, a market source said.

The first-lien term loans are talked at Libor plus 400 bps to 425 bps with a 0% Libor floor, an original issue discount of 99 and 101 soft call protection for one year. The delayed-draw term loan has a ticking fee of half the spread from days 45 to 90 and the full spread onwards.

The company’s $746 million of credit facilities also include a $40 million five-year revolver (B1/B) and a $116 million eight-year privately placed second-lien term loan (Caa1/CCC+).

Jefferies LLC, Antares Capital and Fifth Third are leading the deal that will be used to help fund the buyout of the company by American Securities.

United Planet Fitness is an Austin, Tex.-based operator of Planet Fitness Clubs.

Virtu holds call

Virtu Financial surfaced in the morning with plans to hold a lender call at 2:30 p.m. ET to launch a $1.925 billion first-lien term loan (Ba3/B+/BB-) due March 2026 at talk of Libor plus 300 bps with no step-down, a 0% Libor floor, an original issue discount of 99.75 and 101 soft call protection for six months, according to a market source.

Commitments/consents are due at 3 p.m. ET on Friday, the source added.

Jefferies LLC is leading the deal that will be used to reprice an existing term loan down from Libor plus 350 bps with a 25 bps leverage-based step-down.

Virtu is a New York-based financial services firm that leverages technology to deliver liquidity to the global markets and trading solutions to their clients.

Allegiant sets guidance

Allegiant Travel held its call in the morning and announced talk on its $100 million incremental first-lien term loan B due Feb. 5, 2024 and repricing of its existing $446.6 million first-lien term loan B due Feb. 5, 2024 at Libor plus 300 bps with a 0% Libor floor and 101 soft call protection for six months, a market source said.

The incremental term loan is talked with an original issue discount of 99.75 to par, the source added.

Commitments are due at noon ET on Friday.

Barclays, Credit Agricole and Goldman Sachs Bank USA are leading the deal.

The repricing will take the existing term loan B down from Libor plus 450 bps.

Allegiant is a Las Vegas-based provider of affordable and convenient leisure travel.

Matador OID talk

Matador Bidco came out with original issue discount talk of 99.5 on its fungible $200 million incremental term loan B (BB-/BB) due October 2026 that launched with a call in the morning, a market source remarked.

Like the existing term loan B, pricing on the incremental loan is Libor plus 475 bps with a 0% Libor floor.

The incremental term loan has a ticking fee of half the spread from days 45 to 90 and the full spread onwards. Funding is expected in mid-May.

Commitments are due at 5 p.m. ET on Feb. 11.

HSBC Securities (USA) Inc. is the physical bookrunner on the deal that will be used to fund a portion of a pre-agreed deferred purchase price to Mubadala. TCG, BNP Paribas Securities Corp., Citigroup Global Markets Inc., Deutsche Bank Securities Inc., RBC Capital Markets, Santander and Intesa are also bookrunners.

With the incremental loan, the term loan B will total $825 million.

The company is also seeking an amendment to its credit agreement to revise the debt incurrence and restricted payment provisions to facilitate the transaction, and lenders are being offered a 5 bps consent fee.

Matador Bidco, a Carlyle portfolio company, is a holding company that is a 38.5% shareholder in Cepsa, a privately held integrated energy company in Europe.

Veeam readies loan

Veeam Software set a bank meeting for 1 p.m. ET on Thursday to launch a $1.25 billion seven-year term loan B, according to a market source.

Commitments are due at 5 p.m. ET on Feb. 18, the source said.

J.P. Morgan Securities LLC, Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc., Ares Management, BofA Securities, Inc., Golub Capital and Antares Capital provided the debt commitment.

The new loan will be used to help fund the buyout of the company by Insight Partners.

Closing is expected this quarter.

Veeam Software is a provider of backup solutions that deliver cloud data management. The company is based in Baar, Switzerland, but will become a U.S. company with this transaction.

Informatica coming soon

Informatica scheduled a lender call for 10 a.m. ET on Wednesday to launch $2.875 billion equivalent of credit facilities, a market source said.

The facilities consist of a $150 million revolver due April 2024, a $1.725 billion seven-year covenant-lite first-lien term loan B, a $525 million euro equivalent seven-year covenant-lite first-lien term loan B and a $475 million five-year covenant-lite second-lien term loan, the source added.

The first-lien term loans have a springing maturity.

Nomura is leading the deal that will be used to refinance existing term loans and senior notes, raise cash for general corporate purposes, and pay related fees and expenses.

Informatica is a Redwood City, Calif.-based provider of enterprise cloud data management software and services.

Savage joins calendar

Savage Enterprises will hold a lender call at 11 a.m. ET on Wednesday to launch a repricing of its existing $885 million first-lien term loan B (BB), according to a market source.

With the repricing, the company will make a prepayment with asset sale proceeds from the recently announced Savage Inland Marine tank barge fleet sale to Kirby Corp. for $278 million, the source added.

Morgan Stanley Senior Funding Inc. is leading the deal.

Savage is a Salt Lake City-based supply chain provider.

First American on deck

First American Payment Systems scheduled a lender call for Wednesday to launch a $275 million term loan (B2) talked at Libor plus 475 bps to 500 bps with a 0% Libor floor and an original issue discount of 99, a market source remarked.

J.P. Morgan Securities LLC is leading the deal that will be used to refinance existing debt.

First American Payment is a Fort Worth-based payments platform.

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