Flora, SolarWinds, Learning Care break; American Rock, Gateway, ExamWorks changes surface

By Sara Rosenberg

New York, March 7 – The secondary market saw a couple of deals free up for trading during Wednesday’s market hours, including Flora Food Group (currently Unilever’s spreads business), SolarWinds Inc. and Learning Care Group Inc.

Shifting to the primary market, American Rock Salt Co. LLC firmed pricing on its first-lien term loan at the low end of guidance and added a step-down, Gateway Casinos & Entertainment Ltd. upsized its term loan B, lowered the spread, added a step-down and tightened the original issue discount, and ExamWorks Group Inc. modified the issue price on its incremental first-lien term B.

Also, Hyland Software Inc. moved up the commitment deadline on its incremental term loans, and Prince, Omnitracs LLC and Carlisle FoodService Products released price talk with launch.

Additionally, Husky Injection Molding Systems (Titan Acquisition Ltd.), CareCentrix Holdings Inc., Focus Financial Partners LLC, Hudson River Trading LLC, Four Seasons Hotels and Resorts and Global Payments Inc. joined this week’s primary calendar.

Flora Food tops OID

Flora Food Group’s credit facilities began trading on Wednesday, with the $875 million seven-year covenant-light first-lien term loan quoted at par 1/8 bid, par 5/8 offered, according to a market source.

Pricing on the U.S. term loan is Libor plus 300 basis points with a 0% Libor floor and it was sold at an original issue discount of 99.875.

On Tuesday, the U.S. term loan was upsized from €600 million equivalent, pricing was lowered from Libor plus 325 bps and the original issue discount was adjusted from 99.5.

The company’s credit facilities (B1/B+/BB-) also include a €700 million 6.5-year revolver, a €2 billion seven-year covenant-light first-lien term loan, a PLN 2 billion seven-year covenant-light first-lien term loan and a £700 million seven-year covenant-light first-lien term loan.

The revolver is priced at Euribor plus 300 bps with a 0% floor, the euro term loan is priced at Euribor plus 350 bps with a 0% floor and was issued at a discount of 99.5, the Polish zloty term loan is priced at W plus 350 bps with a 0% floor and was issued at a discount of 99.5, and the pound sterling term loan is priced at Libor plus 400 bps with a 0% floor and was issued at a discount of 99.5.

All of the term loans have 101 soft call protection for six months.

At launch, the Polish zloty term loan was described as €500 million equivalent and the pound sterling term loan was described as €800 million equivalent.

Flora Food being acquired

Proceeds from Flora Food’s credit facilities will be used to help fund the acquisition of Unilever’s spreads business by KKR for €6,825,000,000 on a cash-free, debt-free basis and to refinance existing debt. The net proceeds from the recent U.S. term loan upsizing will reduce the senior unsecured bridge facility.

Credit Suisse, Deutsche Bank and KKR are the physical bookrunners on the deal. Bookrunners on the deal are BNP Paribas, Credit Agricole, Goldman Sachs, HSBC, ING, Lloyds, Mizuho, RBC, Societe Generale and UniCredit. Mandated lead arrangers include Commerzbank, mBank, Mediobanca, Rabobank and Raiffeisen.

Closing is expected by mid-year, subject to certain regulatory approvals and employee consultation in certain jurisdictions.

Flora Food is a butter and margarine company.

SolarWinds frees up

SolarWinds’ $1.99 billion first-lien term loan (B1/B) due February 2024 broke too, with levels seen at par ¼ bid, a market source said.

Pricing on the first-lien term loan is Libor plus 300 bps with a 25 bps step-down subject to an initial public offering or a 0.5 times first-lien net secured leverage reduction and a 0% Libor floor. The loan was issued at par and has 101 soft call protection for six months.

On Tuesday, the first-lien term loan was upsized from $1.93 billion as the company’s privately-placed second-lien term loan was downsized to $315 million from $375 million, the spread firmed at the low end of the Libor plus 300 bps to 325 bps talk, the step-down was revised to include the leverage reduction, the issue price was changed from 99.75, and the maintenance of ratings clause was modified to Moody’s plus one from Moody’s plus S&P.

Goldman Sachs Bank USA, Credit Suisse Securities (USA) LLC, Macquarie Capital (USA) Inc. and Nomura are leading the deal that will be used to refinance existing credit facilities, including a first-lien term loan due February 2023 priced at Libor plus 350 bps with a 1% Libor floor.

SolarWinds is an Austin, Texas-based provider of IT network and systems infrastructure management software.

Learning Care starts trading

Learning Care’s $550 million seven-year covenant-light term loan B freed up as well, with levels quoted at par ¼ bid, 101¼ offered, according to a trader.

Pricing on the term loan is Libor plus 325 bps with a 1% Libor floor and it was sold at an original issue discount of 99.75. The loan has 101 soft call protection for six months.

The company’s $625 million of senior secured credit facilities (B2/B-) also include a $75 million five-year revolver priced at Libor plus 325 bps with a 0% Libor floor.

During syndication, the term loan was upsized from $520 million, pricing on the revolver and term loan was reduced from Libor plus 350 bps and the discount on the term loan was changed from 99.5.

Morgan Stanley Senior Funding Inc., Goldman Sachs Bank USA, Credit Suisse Securities (USA) LLC, BMO Capital Markets Corp. and Bank of America Merrill Lynch are leading the deal that will be used to refinance existing credit facilities and pay a distribution to shareholders, which was increased with the term loan upsizing.

Closing is expected on Tuesday.

Learning Care is a Novi, Mich.-based provider of early education and childcare services.

American Rock updated

Moving to the primary market, American Rock Salt set the spread on its $410 million first-lien term loan (B3/B) at Libor plus 375 bps, the low end of the Libor plus 375 bps to 400 bps talk, and added a step-down to Libor plus 350 bps upon B2/B ratings, a market source remarked.

The term loan still has a 1% Libor floor, an original issue discount of 99.75 and 101 soft call protection for six months.

Citizens Bank is leading the deal that will be used to refinance existing debt.

American Rock Salt is a Munt Morris, N.Y.-based salt mine operator.

Gateway Casinos revised

Gateway Casinos & Entertainment raised its seven-year senior secured term loan B to $335 million from $305 million, cut pricing to Libor plus 300 bps from Libor plus 325 bps, added a step-down to Libor plus 275 bps following an initial public offering and moved the original issue discount to 99.875 from 99.75, according to a market source.

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

The company’s credit facilities also include a C$150 million five-year revolver.

Recommitments are due at noon ET on Thursday, the source said.

Morgan Stanley Senior Funding Inc., SunTrust Robinson Humphrey Inc., BMO Capital Markets Corp., Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, Macquarie Capital (USA) Inc. and National Bank of Canada are leading the deal. BMO is the administrative agent.

The term loan will be used with proceeds from a sale-leaseback to refinance the company’s existing term loans, to repay its outstanding revolver, to repay the Langley mortgage, to fund a distribution to shareholders and for general corporate purposes. The funds from the term loan upsizing will be used for general corporate purposes, the source added.

Gateway Casinos is a Burnaby, B.C.-based owner of gaming properties.

ExamWorks tweaked

ExamWorks tightened the issue price on its fungible $185 million incremental covenant-light first-lien term B due July 27, 2023 to par from talk in the range of 99.5 to 99.75, a market source said.

The incremental loan is priced at Libor plus 325 bps with a 1% Libor floor, in line with existing term loan B pricing, and all of the term loan B debt is getting 101 soft call protection for six months.

Bank of America Merrill Lynch, Barclays, Deutsche Bank Securities Inc. and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to fund the acquisition of Work Health Group, Australia’s leading provider of occupational rehabilitation case management services.

ExamWorks is an Atlanta-based provider of independent medical examinations, peer reviews, bill reviews, Medicare compliance services, case management services, record retrieval services, document management services and other related services.

Hyland changes timing

Hyland Software accelerated the commitment deadline on its $205 million in incremental term loans to Thursday from Friday, a market source said.

The debt is split between a fungible $110 million incremental first-lien term loan (B) due July 1, 2022 and a fungible $95 million incremental second-lien term loan (CCC+) due July 7, 2025.

Pricing on the incremental first-lien term loan is Libor plus 325 bps with a 0.75% Libor floor and it is talked with an original issue discount of 99.75, and pricing on the incremental second-lien term loan is Libor plus 700 bps with a 0.75% Libor floor and it is talked with a discount of 99.5.

Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA and UBS Investment Bank are leading the deal that will be used to fund the acquisition of OneContent from Allscripts.

Closing is expected in the second quarter.

Hyland, a Thoma Bravo portfolio company, is a Westlake, Ohio-based enterprise content-management software developer. OneContent is a provider of healthcare content management needs.

Prince discloses talk

Prince held its bank meeting on Wednesday and released price talk on its $505 million seven-year first-lien term loan (B2/B-) and $160 million eight-year second-lien term loan (Caa1/CCC+), according to a market source.

The first-lien term loan is talked at Libor plus 350 bps to 375 bps with a 1% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, and the second-lien term loan is talked at Libor plus 750 bps to 775 bps with a 1% Libor floor, a discount of 99 and call protection of 102 in year one and 101 in year two, the source said.

The company’s $750 million of credit facilities also include an $85 million revolver (B2/B-).

Commitments are due on March 20, the source added.

Goldman Sachs Bank USA, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Jefferies LLC and Morgan Stanley Senior Funding Inc. are leading the deal that will be used to help fund the buyout of the company by American Securities.

Prince is a Houston-based manufacturer of specialty additives, providing customized, value-added products and services to customers across a wide range of end markets.

Omnitracs launches

Omnitracs revealed talk of Libor plus 300 bps with a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months on its $745 million seven-year first-lien term loan B that launched with a morning lender call, a market source remarked.

The company’s $795 million of credit facilities (B) also include a $50 million five-year revolver.

Commitments are due at noon ET on March 16, the source added.

Barclays, Credit Suisse Securities (USA) LLC, Macquarie Capital (USA) Inc., ING, Vista and Guggenheim are leading the deal that will be used to repay the company’s existing first-and second-lien term loans.

Omnitracs is a Dallas-based provider of mission-critical fleet and mobile enterprise software.

Carlisle guidance emerges

Carlisle FoodService Products announced talk of Libor plus 325 bps to 350 bps with a 25 bps step-down at 0.5 times first-lien net leverage reduction, a 1% Libor floor and an original issue discount of 99.5 on its $320 million seven-year first-lien term loan (B2/B) and $75 million delayed-draw first-lien term loan (B2/B) that launched with a morning bank meeting, a market source said.

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

The company’s $550 million of senior secured credit facilities also include a $50 million revolver (B2/B) and a $105 million privately-placed second-lien term loan.

Commitments are due on March 21, the source added.

Goldman Sachs Bank USA, Credit Suisse Securities (USA) LLC and Jefferies LLC are leading the deal that will be used with equity to fund the buyout of the company by Jordan Co. from Carlisle Cos. Inc. for $750 million in cash, subject to some adjustments.

Closing is expected this quarter, conditioned on regulatory clearances and customary conditions.

Carlisle FoodService Products is a manufacturer and marketer of professional-grade solutions for the restaurant, hospitality, healthcare and janitorial segments.

Husky coming soon

Also in the primary market, Husky Injection Molding Systems set a bank meeting for 10 a.m. ET in New York on Monday to launch a $2 billion seven-year covenant-light term loan B (B2/B) that has a 0% Libor floor and 101 soft call protection for six months, according to a market source.

Commitments are due at 5 p.m. ET on March 15, the source said.

Deutsche Bank Securities Inc., Bank of America Merrill Lynch, Goldman Sachs Bank USA, Barclays and BMO Capital Markets are leading the deal that will be used with $750 million of senior unsecured notes to fund the buyout of the company by Platinum Equity from Berkshire Partners and OMERS Private Equity for $3.85 billion.

Closing is expected in the second quarter, subject to regulatory approval.

Husky is a Bolton, Ont.-based supplier of injection molding equipment and services to the plastics industry.

CareCentrix joins calendar

CareCentrix will hold a bank meeting on Thursday to launch $620 million of senior secured credit facilities (B), a market source said.

The facilities consist of a $50 million revolver and a $570 million term loan B, the source added.

UBS Investment Bank, Citizens Bank and Deutsche Bank Securities Inc. are leading the deal that will be used to refinance existing debt and fund a dividend.

CareCentrix is a Hartford, Conn.-based home health care benefits manager.

Focus Financial readies loan

Focus Financial Partners scheduled a lender call for Friday to launch a fungible $200 million add-on first-lien term loan, a market source remarked.

Pricing on the first-lien term loan is Libor plus 275 bps with a 0% Libor floor.

RBC Capital Markets and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to fund an acquisition.

The first-lien term loan is currently sized at $793 million.

Focus Financial is a New York-based partnership of independent, fiduciary wealth-management firms.

Hudson River plans meeting

Hudson River Trading will hold a bank meeting on Thursday to launch a $250 million senior secured term loan B (BB-) talked at Libor plus 425 bps to 450 bps with a 0% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, a market source said.

JP Morgan Chase Bank is leading the deal that will be used to fund acquisition activity.

Hudson River is a New York-based multi-asset class quantitative trading firm.

Four Seasons on deck

Four Seasons Hotels and Resorts set a call for 10 a.m. ET on Thursday to launch a new loan transaction to existing and prospective lenders, according to a market source.

Citigroup Global Markets Inc. is leading the deal.

Four Seasons is a Toronto-based luxury hotels company.

Global Payments sets call

Global Payments scheduled a loan lender call for 10:30 a.m. ET on Thursday, according to a market source.

Bank of America Merrill Lynch is leading the deal.

Global Payments is an Atlanta-based provider of payment technology services.

Genworth closes

In other news, Genworth Financial Inc. closed on its $450 million five-year senior secured term loan (Ba3/B+) priced at Libor plus 450 bps with a 1% Libor floor and sold at an original issue discount of 99.5, a news release said.

The loan is non-callable for one year then at 101 for a year.

During syndication, pricing on the term loan was lowered from talk in the range of Libor plus 475 bps to 500 bps, the discount was changed from 98.5 and the call protection was revised from non-callable for one year, then at 102 in year two and 101 in year three.

Goldman Sachs Bank USA and JP Morgan Chase Bank led the deal that was used with cash on hand to repay existing debt, and could be used to pay the company’s 6.515% senior notes due May 2018.

Genworth is a Richmond, Va.-based holding company that provides a diversified mix of life, annuity, long-term care and mortgage insurance solutions.

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