Yum! Brands, Vertex, Churchill break; S&S Holdings, EG Group, Ankura, AAdvantage revised

By Sara Rosenberg

New York, March 10 – Yum! Brands Inc. firmed the issue price on its term loan B at the tight end of talk, Vertex Aerospace Services Corp. set pricing on its first-lien term loan B at the tight side of guidance, and Churchill Downs Inc. upsized its term loan B-1, set the spread at the low end of talk and modified the issue price, and then all of these deals freed to trade on Wednesday.

In other news, S&S Holdings LLC moved some funds between its first- and second-lien term loans and firmed the original issue discount on the first-lien loan at the wide end of revised talk, and EG Group increased the size of its first-lien term loan B and set the spread at the low end of guidance.

Also, Ankura Consulting Group LLC finalized pricing on its first- and second-lien term loans and revised documentation, and AAdvantage Loyalty IP Ltd. (American Airlines Inc.) upsized its term loan, lowered pricing and the Libor floor, and changed the original issue discount.

Furthermore, PODS LLC, Trinseo SA, Galderma, Precisely, American Medical Technologies, SiteOne Landscape Supply and Empire Today released price talk with launch.

Additionally, IFS AB, Evoqua Water Technologies, First Brands Group LLC, PS Logistics and Thor Industries Inc. emerged with new deal plans.

Yum! firms, frees up

Yum! Brands finalized the original issue discount on its $1.5 billion seven-year term loan B (Ba1/BBB-) at 99.75, the tight end of the 99.5 to 99.75 talk, according to a market source.

The term loan is still priced at Libor plus 175 basis points with a 0% Libor floor and has 101 soft call protection for six months.

On Wednesday, the term loan broke for trading, with levels quoted at 99 7/8 bid, par 3/8 offered, another source added.

JPMorgan Chase Bank is leading the deal that will be used to refinance an existing term loan due 2025, which is being paid down by $400 million.

Yum! Brands is a Louisville, Ky.-based quick-service restaurant operator.

Vertex updated, trades

Vertex Aerospace firmed pricing on its $321.75 million covenant-lite first-lien term loan B due June 2027 at Libor plus 400 bps, the low end of the Libor plus 400 bps to 425 bps talk, a market source said.

The term loan still has a 0% Libor floor, an original issue discount of 99.75 and 101 soft call protection for six months.

Late in the day, the term loan B began trading, with levels quoted at par bid, par ½ offered, a trader added.

Morgan Stanley Senior Funding Inc. and RBC Capital Markets are leading the deal that will be used to extend by two years and reprice an existing term loan B.

Closing is expected on Monday.

Vertex Aerospace is a Madison, Miss.-based defense aerospace company.

Churchill reworked breaks

Churchill Downs raised its non-fungible term loan B-1 (Ba1) to $300 million from $200 million, set pricing at Libor plus 200 bps, the low end of the Libor plus 200 bps to 225 bps talk, and moved the original issue discount to 99.75 from 99.5, a market source said.

The term loan still has a 0% Libor floor and 101 soft call protection for six months.

Late in the day, the term loan made its way into the secondary market, with levels quoted at par bid, par ½ offered, another source added.

JPMorgan Chase Bank, Fifth Third Bank, PNC, U.S. Bank and Wells Fargo Securities LLC are leading the deal that will be used with $200 million of notes to repay revolver borrowings, for working capital and other general corporate purposes, and to fund related transaction fees and expenses.

Closing is expected on March 17.

Churchill Downs is a Louisville, Ky.-based racing, online wagering and gaming entertainment company.

S&S restructured

In more happenings, S&S Holdings raised its seven-year first-lien term loan to $625 million from $600 million and set the original issue discount at 97, the wide end of revised talk of 97 to 97.5 and wide of initial talk of 99, according to a market source.

Also, the eight-year second-lien term loan was scaled back to $175 million from $200 million, the source said.

Pricing on the first-lien term loan is Libor plus 500 bps with a 0.5% Libor floor, and the debt has 101 soft call protection for one year.

The second-lien term loan is priced at Libor plus 875 bps with a 0.5% Libor floor and an original issue discount of 96.5, and has call protection of 102 in year one and 101 in year two.

Previously in syndication, pricing on the first-lien term loan was lifted from talk in the range of Libor plus 425 bps to 450 bps and the call protection was extended from six months, and pricing on the second-lien term loan was increased from Libor plus 825 bps and the discount was changed from talk in the range of 98 to 98.5.

S&S getting revolver

Along with the term loan, S&S Holdings’ $1.025 billion of credit facilities include a $225 million five-year ABL revolver.

Barclays, Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC, BMO Capital Markets, BNP Paribas Securities Corp., Citizens, Natixis and Truist are leading the deal that will be used to help fund the buyout of the company by Clayton, Dubilier & Rice.

Closing is expected this quarter.

S&S is a Bolingbrook, Ill.-based distributor of imprintable apparel and accessories.

EG Group revised

EG Group increased its first-lien term loan B due March 2026 to $510 million from $450 million and finalized pricing at Libor plus 425 bps, the low end of the Libor plus 425 bps to 450 bps talk, a market source remarked.

The first-lien term loan, which is being issued by EG America LLC, still has a 0.5% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

Commitments and consents were scheduled to be due at noon ET on Wednesday, the source added.

The company is also getting a €610 million second-lien term loan due April 2027 priced at Euribor plus 700 bps with a 0% floor and an original issue discount of 99. This tranche, which is being issued by EG Finco Ltd., has call protection of 102 in year one and 101 in year two.

Earlier in syndication, the second-lien term loan was upsized from €330 million, pricing firmed at the low end of the Euribor plus 700 bps to 725 bps talk and the discount was revised from 98.5.

EG Group leads

Barclays is the lead left bookrunner on EG Group’s first-lien term loan B and a joint global coordinator and bookrunner with JPMorgan and Rabobank. Other bookrunners include BofA Securities Inc., Deutsche Bank, ING, Lloyds, Morgan Stanley and SMBC. Barclays is the administrative agent.

Bookrunners on the second-lien term loan are Barclays, BofA Securities, Deutsche Bank, HSBC, Lloyds, Morgan Stanley and Rabobank.

The new debt will be used to help fund the acquisition of Asda Group Ltd.’s forecourts for an enterprise value of £750 million and 285 petrol station forecourts in Southern Germany from OMV Deutschland GmbH for €485 million, for general corporate purposes and, due to the recent second-lien term loan upsizing, to refinance in full an existing euro and U.S. second-lien term loan due April 2026.

EG Group is a Blackburn, U.K.-based convenience retail and fuel station company.

Ankura tweaked

Ankura Consulting Group firmed pricing on its $465 million seven-year covenant-lite first-lien term loan (B2/B-) at Libor plus 450 bps, the high end of the Libor plus 425 bps to 450 bps talk, and left the 0.75% Libor floor, original issue discount of 99 and 101 soft call protection for six months unchanged, according to a market source.

In addition, the company set the spread on its $150 million eight-year covenant-lite second-lien term loan (Caa2/CCC) at Libor plus 800 bps, the low end of the Libor plus 800 bps to 825 bps talk. This tranche still has a 0.75% Libor floor and a discount of 98.5.

As before, the second-lien term loan has call protection of 102 in year one and 101 in year two, but the call protection was revised to include refinancing/repayment in connection with a change of control or initial public offering of 101 in year one and year two, the source said.

A number of changes were made to first-lien term loan documentation including to MFN, incremental, inside maturity basket, mandatory prepayments, restricted payments, investments unlimited ratio, restricted payment debt capacity, EBITDA, required ratings maintenance and portability.

Second-lien term loan documentation revisions were made to cushions to the first-lien and anti-layering protection.

Ankura deadline

Commitments for Ankura’s term loans are due at 5 p.m. ET on Thursday, accelerated from noon ET on Friday, and allocations are expected on Friday, the source added.

Deutsche Bank Securities Inc., Jefferies LLC, MUFG and Truist are leading the deal, with Deutsche Bank the left lead on the first-lien term loan and Jefferies the left lead on the second-lien term loan.

Proceeds will be used to refinance existing debt.

Ankura is a specialty consulting platform.

AAdvantage changes emerge

Aadvantage raised its seven-year senior secured term loan to $3.5 billion from $2.5 billion, reduced pricing to Libor plus 475 bps from talk in the range of Libor plus 500 bps to 525 bps, changed the Libor floor to 0.75% from 1%, and revised original issue discount talk to a range of 98.5 to 99 from 98, before finalizing at 99 later in the day, a market source remarked.

The term loan is non-callable for three years, then at 104 in year four and 102 in year five.

Commitments were due at noon ET on Wednesday, the source added.

Barclays, Goldman Sachs Bank USA and Citigroup Global Markets Inc. are the lead bookrunners on the deal. Other bookrunners include BofA Securities Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., ICBC, JPMorgan Chase Bank, Morgan Stanley Senior Funding Inc., SMBC, BNP Paribas Securities Corp., Credit Agricole, HSBC Securities (USA) Inc., MUFG, Standard Chartered, U.S. Bancorp and BOK.

AAdvantage notes

AAdvantage also upsized its senior secured notes due 2026 to $3.5 billion from $2.5 billion and its senior secured notes due 2029 to $3 billion from $2.5 billion.

The new debt will be used to fund the reserve account for the notes and the reserve account for the new term loan and to make an intercompany loan to American Airlines. American intends to use the proceeds from the intercompany loan to repay all amounts outstanding under its Treasury term loan and for general corporate purposes.

AAdvantage is American Airlines’ customer loyalty program. American Airlines is a Fort Worth-based airline company.

PODS sets talk

PODS held its call on Wednesday and announced talk on its $1.165 billion seven-year covenant-lite first-lien term loan B at Libor plus 325 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.

The company’s $1.265 billion of senior secured credit facilities (B2/B) also include a $100 million five-year revolver.

Commitments are due on March 24, the source added.

Morgan Stanley Senior Funding Inc., Credit Suisse Securities (USA) LLC and Barclays are leading the deal that will be used to refinance an existing first-lien term loan, fund a distribution to shareholders and pay related fees and expenses.

PODS is a Clearwater, Fla.-based provider of storage and moving containers.

Trinseo proposed terms

Trinseo came out with talk of Libor plus 275 bps with a 0% Libor floor and an original issue discount of 99.5 on its $750 million seven-year covenant-lite term loan B (Ba2) that launched with a morning call, a market source said.

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

Commitments are due at 5 p.m. ET on March 18.

Deutsche Bank Securities Inc., HSBC Securities (USA) Inc., Barclays, BNP Paribas Securities Corp., JPMorgan Chase Bank, Mizuho, Goldman Sachs Bank USA, Truist and Fifth Third are leading the deal that will be used with $450 million of unsecured debt and about $198 million of existing cash to fund the acquisition of Arkema SA’s polymethyl methacrylates and activated methyl methacrylates businesses for €1.137 billion.

Closing is expected in the first half of May, subject to customary conditions and regulatory approvals.

At closing, the company’s $375 million revolver will be refinanced with a new five-year revolver.

Pro forma secured net leverage is 2.2x and total net leverage is 4.1x.

Trinseo is a Berwyn, Pa.-based materials company and manufacturer of plastics, latex binders and synthetic rubber.

Galderma holds call

Galderma emerged in the morning with plans to hold a lender call at 1 p.m. ET to launch a fungible $400 million covenant-lite add-on first-lien term loan due October 2026 and a repricing of its existing $2.53 billion covenant-lite first-lien term loan due October 2026, according to a market source.

Talk on the term loan debt is Libor plus 400 bps with a 25 bps step-down at 4.35x first-lien net leverage, a 0.75% Libor floor and 101 soft call protection for six months, the source said. The add-on term loan is talked with an original issue discount of 99.75 and the repricing is offered at par.

Commitments are due at 5 p.m. ET on March 17, the source added.

Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and Goldman Sachs Bank USA are leading the deal.

The add-on term loan will be used to refinance a portion of the company’s existing euro loan tranche and the repricing will take the existing U.S. term loan down from Libor plus 425 bps with a 1% Libor floor.

Galderma is a Switzerland-based skincare company offering medical and consumer skin health solutions.

Precisely comes to market

Precisely launched with a call at 3 p.m. ET $2.09 billion of term loans, split between a $1.645 billion seven-year first-lien term loan (B2/B-) talked at Libor plus 400 bps to 425 bps with a 0.75% Libor floor and an original issue discount of 99.5, and a $445 million eight-year second-lien term loan (Caa2/CCC) talked at Libor plus 700 bps to 725 bps with a 0.75% Libor floor and a discount of 99, a market source remarked.

The first-lien term loan has 101 soft call protection for six months and the second-lien term loan has call protection of 102 in year one and 101 in year two.

Commitments are due at 5 p.m. ET on March 18, the source added.

JPMorgan Chase Bank, BofA Securities Inc., Barclays, Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, 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 Clearlake Capital Group LP and TA Associates from Centerbridge Partners, who will retain a minority equity stake.

Closing is expected in the second quarter, subject to customary regulatory approvals and conditions.

Precisely is a provider of accuracy, consistency and context in data.

American Medical guidance

American Medical Technologies announced talk of Libor plus 550 bps to 575 bps with a 0.75% Libor floor, an original issue discount of 98 and 101 soft call protection for six months on its $280 million six-year covenant-lite term loan B that launched with a call during the session, a market source said.

The company’s $320 million of credit facilities (B1/B-) also include a $40 million revolver.

Commitments are due on March 24, the source added.

Truist and Regions Bank are leading the deal, which will be used to fund the acquisition of RestorixHealth, a White Plains, N.Y.-based wound care management company.

Closing is expected in the second quarter, subject to customary conditions and receipt of required regulatory approvals.

American Medical, a portfolio company of One Equity Partners and the Silverfern Group, is an Irvine, Calif.-based provider of wound care, ostomy, urology and tracheostomy supplies and services to long term and post-acute care facilities.

SiteOne launches

SiteOne Landscape Supply launched on its call its $300 million seven-year first-lien term loan B (B1/BB+) at talk of Libor plus 225 bps to 250 bps with a 0.5% Libor floor, an original issue discount of 99.75 and 101 soft call protection for six months, according to a market source.

Commitments are due at noon ET on March 18.

JPMorgan Chase Bank is leading the deal that will be used to refinance an existing term loan B due Oct. 29, 2024 and priced at Libor plus 275 bps with a 1% Libor floor.

SiteOne is a Roswell, Ga.-based distributor of wholesale irrigation, landscape lighting, nursery, hardscapes, maintenance products and supplies for the green industry.

Empire price talk

Empire Today held its call in the afternoon and released talk on its $410 million first-lien term loan (B2/B) at Libor plus 475 bps to 500 bps with a 0.75% Libor floor, an original issue discount of 98.5 to 99 and 101 soft call protection for six months, a market source remarked.

Commitments are due at noon ET on March 24, the source added.

KKR Capital Markets is the left lead on the deal that will be used to refinance existing debt and fund a dividend.

Empire Today is a provider of installed home improvements and home furnishings.

IFS readies deal

IFS set a lender call for 9 a.m. ET on Thursday to launch a $720 million first-lien term loan B, a €520 million first-lien term loan B and a €67 million acquisition financing term loan, according to a market source.

Talk on the U.S. term loan is Libor plus 400 bps with a 0.5% Libor floor and an original issue discount of 99.5, and talk on the euro term loans is Euribor plus 400 bps with a 0% floor and a discount of 99.5, the source said.

The term loans (B2) have 101 soft call protection for six months.

Commitments are due at noon ET on March 22, the source added.

JPMorgan Chase Bank, Morgan Stanley Senior Funding Inc., BofA Securities Inc., Credit Agricole, Credit Suisse, Mizuho, Nordea, SEB and SMBC are the leads on the deal, with JPMorgan left on the U.S. loan and Morgan Stanley left on the euro loans.

The term loans will be used to refinance existing debt, fund a dividend and finance acquisitions.

IFS is a Sweden-based enterprise software company.

Evoqua joins calendar

Evoqua Water Technologies will hold a lender call at 2:30 p.m. ET on Thursday to launch a $560 million seven-year term loan (B1/B+) talked at Libor plus 225 bps to 250 bps with a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, a market source said.

Commitments are due at 5 p.m. ET on March 18, the source added.

JPMorgan Chase Bank is leading the deal that will be used to reprice from Libor plus 275 bps with a 0% Libor floor and extend from December 2024 an existing term loan, which is being paid down from $817 million.

Evoqua is a Pittsburgh-based provider of mission critical water treatment solutions.

First Brands on deck

First Brands Group scheduled a bank meeting for 11 a.m. ET on Friday to launch $1.965 billion of term loans, according to a market source.

The debt consists of a $1.425 billion six-year senior secured first-lien term loan with a 1% Libor floor and 101 call protection for one year, and a $540 million seven-year second-lien term loan with a 1% Libor floor and hard call protection of 103 in year one and 101 in year two, the source said.

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

First Brands is an automotive aftermarket platform offering comprehensive solutions for consumable maintenance and mission-critical repair parts.

PS Logistics repricing

PS Logistics set a lender call for Thursday to launch a repricing of its existing loan, a market source remarked.

Commitments are due on March 18, the source added.

UBS Investment Bank is leading the deal.

PS Logistics is a flatbed transportation solutions provider.

Thor plans call

Thor Industries scheduled a lender call for 10:30 a.m. ET on Thursday to launch a $942 million term loan (BB+) talked at Libor plus 300 bps to 325 bps with a 0% Libor floor and an original issue discount of 99.875 to par, according to a market source.

The company will also launch a €503 million term loan that is talked at Euribor plus 325 bps to 350 bps with a 0% floor and a discount of 99.875 to par.

Commitments are due at 5 p.m. ET on March 18, the source added.

JPMorgan Chase Bank is the left lead on the deal that will be used to reprice existing U.S. and euro term loans.

Thor Industries is an Elkhart, Ind.-based manufacturer of recreational vehicles.

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