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Published on 5/17/2016 in the Prospect News Bank Loan Daily.

Cision, Nexeo break; Gates Global trades up; Pilot Travel revised; Repricing activity swells

By Sara Rosenberg

New York, May 17 – Cision (GTCR Valor Cos. Inc.) and Nexeo Solutions Holdings LLC saw their term loan B’s free up for trading on Tuesday, with levels quoted above their original issue discounts, and Gates Global LLC’s term loan B was stronger with the release of earnings results.

In more happenings, Pilot Travel Centers LLC upsized its term loan B, and a number of companies emerged with refinancing/repricing proposals, including Riverbed Technology Inc., B/E Aerospace Inc., Team Health Inc. and Acadia Healthcare Co. Inc.

Also, Cengage Learning Inc. released details on its term loan B with launch, and Learfield Communications Inc. came out with original issue discount guidance on its incremental term loan.

Furthermore, Genex Holdings Inc. approached investors with an add-on transaction, and Generation Brands Holdings Inc. and Western Refining Inc. joined this week’s new issue calendar.

Cision tops OID

Cision’s $1.1 billion seven-year first-lien term loan B (B1/B+) began trading on Tuesday, with levels quoted at 96¼ bid, 97¼ offered, according to a market source.

Pricing on the term loan B is Libor plus 600 basis points with a 1% Libor floor, and it was sold at an original issue discount of 96. The debt has 101 soft call protection for one year.

During syndication, a €250 million seven-year term loan B carve-out was added and then removed from the term loan B tranche, pricing was lifted from Libor plus 575 bps, the discount widened from 98, and the call protection was extended from six months.

Also, during syndication, the incremental allowance was cut to $100 million from $150 million, the excess cash flow sweep was revised to 75% with a step-down at 3.5 times leverage from 50% with a step-down at 3.5 times leverage, and the opening total net leverage covenant was changed to 7.5 times from 8 times.

Cision second-lien loan

Along with the first-lien term loan B, Cision is getting a $370 million privately placed second-lien term loan priced at Libor plus 950 bps with a 1% Libor floor, and issued at a discount of 97.25.

Recently, the second-lien term loan saw pricing increase from Libor plus 875 bps and the discount revised from 99.

Deutsche Bank Securities Inc., Barclays and RBC Capital Markets are leading the debt.

Proceeds from the term loans will be used to fund the acquisition of PR Newswire from UBM plc for $841 million, comprised of $810 million in cash and $31 million in preferred equity.

Closing on the acquisition is subject to approval by UBM shareholders and regulatory approvals.

Cision, a GTCR portfolio company, is a Chicago-based media intelligence company. PR Newswire is a New York-based PR and investor relations communications company.

Nexeo hits secondary

Another deal to break during the session was Nexeo Solutions, with its $655 million seven-year covenant-light term loan B (B3/B) quoted at 99 7/8 bid, 100 1/8 offered, a trader said.

Pricing on the term loan is Libor plus 425 bps with a 1% Libor floor, and it was sold at an original issue discount of 99.5. The tranche includes 101 soft call protection for six months.

Shortly before allocating, the term loan was upsized from $630 million, and, the other day, pricing on the debt was lowered from Libor plus 450 bps, the discount was tightened from 99 and the MFN sunset was removed.

The company’s $1,205,000,000 credit facility also includes a $575 million ABL facility.

Nexeo lead banks

Bank of America Merrill Lynch, Jefferies Finance LLC and Deutsche Bank Securities Inc. are leading Nexeo’s credit facility.

Proceeds will be used to refinance the company’s existing debt in support of its acquisition by WL Ross Holdings Corp. from TPG for up to 35 million shares of WL Ross Holdings common stock plus $1,296,000,000 in cash and assumed net debt. The total consideration is $1,646,000,000, assuming a $10.00 per share valuation for the shares of common stock.

With the transaction, TPG will roll over a substantial portion of its existing equity and retain about 35% ownership, and WL Ross Holdings will change its name to Nexeo Solutions Inc.

Closing is expected in early June, subject to regulatory approvals and WL Ross Holdings stockholder approval.

Nexeo is a Houston-based distributor of chemicals and plastics and provider of environmental services.

Gates Global gains

Also on the trading front, Gates Global’s term loan B moved higher after the company privately released numbers that lenders viewed as positive, a trader remarked.

The term loan B was quoted at 96 bid, 97 offered, up from 95 bid, 96 offered, the trader added.

Gates is a Denver-based manufacturer of power transmission belts and fluid power products.

Pilot Travel tweaks size

Back in the primary market, Pilot Travel Centers upsized its seven-year term loan B to $1,427,000,000 from $1,327,000,000, and left pricing at Libor plus 275 bps with no floor and an original issue discount of 99.5, a market source said.

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

Bank of America Merrill Lynch, Wells Fargo Securities LLC, SunTrust Robinson Humphrey Inc. and U.S. Bank NA are leading the deal that will be used to refinance an existing term loan B priced at Libor plus 300 bps with a 0.75% Libor floor.

Pilot Travel is a Knoxville, Tenn.-based operator of travel centers and retailer of diesel fuel to the over-the-road market.

Riverbed launches

Riverbed Technology came to market on Tuesday with a repricing of its $1,585,000,000 first-lien covenant-light term loan due April 24, 2022 that is talked at Libor plus 400 bps to 425 bps with a 1% Libor floor, a par issue price and 101 soft call protection for six months, according to a market source.

The transaction will take pricing on the term loan down from Libor plus 475 bps with a 1% Libor floor.

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

Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Barclays and Morgan Stanley Senior Funding Inc. are leading the deal.

In reaction to the repricing news, the existing term loan softened in trading to par bid, 100½ offered from 100½ bid, 101, a trader added.

Riverbed is a San Francisco-based application performance infrastructure company.

B/E Aerospace sets call

B/E Aerospace scheduled a lender call for Wednesday to launch a repricing of its $2,064,000,000 covenant-light term loan due December 2021 that is talked at Libor plus 300 bps with a 0.75% Libor floor, an original issue discount of 99.75 and 101 soft call protection for six months, a market source remarked.

The repricing/refinancing transaction will reduce pricing on the term loan from Libor plus 325 bps with a 0.75% Libor floor.

Commitments are due on May 25, the source added.

J.P. Morgan Securities LLC is leading the deal.

B/E Aerospace is a Wellington, Fla.-based manufacturer of aircraft cabin interior products and a provider of aerospace fasteners, consumables and logistics services.

Team Health repricing

Team Health announced repricing plans as well, and post-news, the company’s term loan B moved down to wrap around par from prior levels of 100 3/8 bid, 100½ offered, a market source said.

The company is slated to hold a lender call at 11 a.m. ET on Wednesday to launch the repricing of its $1,312,000,000 term loan B due November 2022, which is talked at Libor plus 300 bps to 325 bps with a 0.75% Libor floor, a par offer price and 101 soft call protection for six months, the source continued.

The repricing will take the term loan B pricing down from Libor plus 375 bps with a 0.75% Libor floor.

J.P. Morgan Securities LLC is leading the deal.

Team Health is a Knoxville, Tenn.-based provider of outsourced physician staffing solutions for hospitals.

Acadia comes to market

Acadia Healthcare launched a repricing of its $493.8 million term loan B-1 due February 2022 at talk of Libor plus 300 bps with a 0.75% Libor floor, a par issue price and 101 soft call protection for six months, according to a market source.

The transaction will take B-1 pricing down from Libor plus 350 bps with a 0.75% Libor floor.

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

Bank of America Merrill Lynch is leading the deal.

Acadia is a Franklin, Tenn.-based provider of inpatient behavioral health care services.

Cengage details disclosed

In more primary news, Cengage Learning held its bank meeting on Tuesday, launching a $1.59 billion seven-year senior secured covenant-light term loan B (Ba3/BB-) with talk of Libor plus 450 bps to 475 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, a market source remarked.

Commitments are due on May 26, the source added.

Morgan Stanley Senior Funding Inc., Credit Suisse Securities (USA) LLC, BMO Capital Markets Corp., Citigroup Global Markets Inc., Goldman Sachs & Co., Wells Fargo Securities LLC, Deutsche Bank Securities Inc. and KKR Capital Markets LLC are leading the loan that will be used with $740 million of unsecured debt to refinance existing debt, fund a distribution to existing shareholders and pay related fees and expenses.

Cengage is a Boston-based educational content, technology and services company for the higher education and K-12, professional, library and workforce training markets.

Learfield OID emerges

Learfield Communications launched with a morning call its $50 million incremental first-lien covenant-light term loan (B1/B) due October 2020 with original issue discount talk of 99.5, a market source said.

As previously reported, pricing on the incremental term loan matches existing term loan pricing at Libor plus 350 bps with a 1% Libor floor.

Commitments are due at noon ET on Wednesday.

Deutsche Bank Securities Inc. and Antares Capital are leading the deal that will be used to pay down a second-lien term loan.

Learfield is a Jefferson City, Mo.-based provider of collegiate sports multimedia rights administration and marketing services.

Genex seeks add-on

Genex launched during the session a $26.5 million add-on first-lien term loan talked at Libor plus 425 bps with a 1% Libor floor, which matches existing first-lien term loan pricing, and an original issue discount talk of 99, according to a market source.

Commitments are due on May 24, the source said.

RBC Capital Markets and SunTrust Robinson Humphrey Inc. are leading the deal.

Proceeds will be used to fund an acquisition.

Genex is a Wayne, Pa.-based provider of integrated managed care services, focused on controlling health-care costs and reducing disability expenses.

Generation Brands on deck

Generation Brands set a bank meeting for 2 p.m. ET in New York on Thursday to launch a $310 million credit facility, according to a market source.

The facility consists of a $50 million ABL revolver, a $180 million six-year first-lien term loan and an $80 million 6.5-year second-lien term loan, the source said.

Deutsche Bank Securities Inc., Barclays and ING are leading the deal that will be used to help fund the buyout of the company by AEA Investors.

Generation Brands is a designer and provider of lighting fixtures.

Western Refining readies loan

Western Refining emerged with plans to hold a bank meeting at 2 p.m. ET in New York on Wednesday to launch a $500 million seven-year incremental covenant-light term loan B-2, a market source said.

Bank of America Merrill Lynch, Goldman Sachs & Co., J.P. Morgan Securities LLC, UBS Investment Bank and Wells Fargo Securities LLC are leading the loan that will be used to fund the acquisition of all of the outstanding common units of Northern Tier Energy LP that Western Refining does not already own for $15.00 in cash and 0.2986 of a share of Western Refining common stock per common unit.

Other funds for the $858 million cash portion of the acquisition will come from cash on hand.

Closing is expected this quarter, subject to customary conditions, including the expiration or termination of all waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act and approval by Northern Tier unitholders.

Western Refining is an El Paso, Texas-based independent refining and marketing company. Northern Tier is a Tempe, Ariz.-based independent downstream energy company.


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