Ancestry, Imprivata, Packers Holdings, Albaugh free to trade; Mattress Firm, Claros revised

By Sara Rosenberg

New York, Nov. 24 – Ancestry.com (Arches Buyer Inc.) reduced the size of its first-lien term loan, lowered the spread, firmed the original issue discount at the tight end of guidance and extended the call protection before it broke for trading on Tuesday.

Also, Imprivata upsized its first-lien term loan B, set pricing at the high end of talk and added step-downs based on leverage and based on an initial public offering, and then it made its way into the secondary market as well.

Furthermore, Packers Holdings LLC (PSSI) upsized its incremental first-lien term loan and modified the issue price ahead of freeing up for trading during the session, and Albaugh LLC’s incremental term loan B broke too.

In more happenings, Mattress Firm widened the spread and original issue discount on its term loan B from initial talk and sweetened the call protection, and Claros Mortgage Trust Inc. increased the size of its incremental term loan B.

Ancestry reworked, trades

Ancestry trimmed its seven-year covenant-lite first-lien term loan (B1/B) to $1.6 billion from $1.8 billion, cut pricing to Libor plus 400 basis points from Libor plus 425 bps, finalized the original issue discount at 99, the tight end of the 98.5 to 99 talk, and extended the 101 soft call protection to one year from six months, according to a market source.

The term loan still has a 0.5% Libor floor.

Recommitments were due at 11 a.m. ET on Tuesday and the term loan began trading in the afternoon, with levels quoted at 99¼ bid, par offered, another source added.

Credit Suisse Securities (USA) LLC, BofA Securities Inc., Morgan Stanley Senior Funding Inc., Barclays, J.P. Morgan Securities LLC and Blackstone are leading the deal that will help fund the buyout of the company by Blackstone from Silver Lake, GIC, Spectrum Equity, Permira and other equity holders for a total enterprise value of $4.7 billion. Current Ancestry investor GIC will continue to retain a significant minority stake in the company.

Other funds for the transaction will come from $700 million of secured notes, upsized from $450 million, and $500 million of unsecured notes, downsized from $550 million.

Ancestry is a Lehi, Utah-based provider of digital family history services and consumer genomics.

Imprivata revised, frees up

Imprivata lifted its seven-year first-lien term loan B (B2/B/BB) to $745 million from $715 million, firmed pricing at Libor plus 375 bps, the high end of the Libor plus 350 bps to 375 bps talk, and added a 25 bps step-down at 0.5x inside closing date first-lien net leverage and a 25 bps step-down upon a qualified initial public offering, a market source said.

The 0.5% Libor floor, original issue discount of 99 and 101 soft call protection for six months on the term loan were unchanged.

Recommitments were due at 1:30 p.m. ET on Tuesday and the term loan surfaced in the secondary market in the afternoon, with levels quoted at 99¼ bid, par offered, another source added.

Goldman Sachs Bank USA and Golub are leading the deal that will be used to refinance existing debt, finance an acquisition and fund a distribution to shareholders.

Thoma Bravo is the sponsor.

Imprivata is a Lexington, Mass.-based digital identity solutions provider in health care, facilitating access from any device and location for medical providers and integrating with leading electronic health care records.

Packers tweaked, breaks

Packers Holdings raised its non-fungible incremental first-lien term loan due Dec. 4, 2024 to $350 million from $300 million and changed the original issue discount to 99.5 from 98.5, a market source remarked.

As before, the incremental term loan is priced at Libor plus 400 bps with a 0.75% Libor floor and has 101 soft call protection for six months.

The incremental term loan began trading in the afternoon, with levels quoted at 99½ bid, par offered, another source added.

Jefferies LLC, Blackstone, Nomura, Goldman Sachs Bank USA and Morgan Stanley Senior Funding Inc. are leading the deal that will be used to fund a distribution to shareholders.

Packers Sanitation is a Kieler, Wis.-based provider of mission critical cleaning, sanitation and compliance services to the food processing industry.

Albaugh hits secondary

Albaugh’s fungible $100 million covenant-lite incremental term loan B due December 2024 also freed to trade during the session, with levels quoted at 98¾ bid, 99¼ offered, according to a market source.

Pricing on the incremental term loan is Libor plus 350 bps with a 1% Libor floor, in line with existing term loan B pricing, and the new debt was sold with an original issue discount of 99.03.

HSBC Securities (USA) Inc. is leading the deal that will be used for general corporate purposes.

Funding is expected in early December.

In addition to getting the new term loan, the company is amending its existing credit agreement to provide $100 million of capacity for local receivable financing lines to optimize liquidity.

Lenders were offered a 12.5 bps amendment fee.

Albaugh is an Ankeny, Iowa-based producer of off-patent agrochemical products.

Mattress Firm updated

Back in the primary market, Mattress Firm changed price talk on its $550 million seven-year senior secured term loan B (B1/B+) to a range of Libor plus 525 bps to 550 bps from a range of Libor plus 475 bps to 500 bps, before finalizing the spread at Libor plus 525 bps, a market source said.

Regarding the original issue discount, talk was revised to 97 from 98, but it was later tightened from revised talk to 97.5, the source continued.

Also, the call protection on the term loan was changed to a hard call of 102 in year one and 101 in year two from a 101 soft call for one year.

The term loan still has a 1% Libor floor.

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

Mattress Firm is a Houston-based mattress company.

Claros upsized

Claros Mortgage Trust lifted its fungible incremental term loan B to $325 million from $250 million, according to a market source.

Pricing on the incremental term loan is Libor plus 500 bps with a 1% Libor floor and an original issue discount of 97.375, and the debt has 101 soft call protection for one year.

J.P. Morgan Securities LLC is leading the deal that will be used for general corporate purposes.

In connection with this transaction, the company is increasing pricing on its existing term loan B from Libor plus 325 bps with a 0% Libor floor to match the incremental term loan pricing.

Claros Mortgage Trust is a commercial mortgage real estate investment trust with a focus on lending on large scale, transitional assets.

Charter NEX allocates

In other news, Charter NEX US Inc. allocated its $1.7 billion of senior secured credit facilities (B2/B) consisting of a $100 million five-year revolver and a $1.6 billion seven-year first-lien term loan, a market source remarked.

Pricing on the term loan is Libor plus 425 bps with a 0.75% Libor floor and it was sold at an original issue discount of 99. The debt has 101 soft call protection for six months.

On Monday, pricing on the term loan widened from talk in the range of Libor plus 375 bps to 400 bps.

The credit agreement includes a change-of-control provision available for two years, subject to pro forma net first-lien/total leverage equal to closing leverage, a sponsor with assets under management of over $1 billion and a 30% minimum equity contribution.

Jefferies LLC, Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc. and Nomura are leading the deal that will be used with $500 million of privately placed eight-year senior unsecured PIK toggle notes to refinance existing debt and fund a distribution to shareholders.

Charter NEX is a manufacturer of highly engineered specialty films focused on the stable food and consumer end-markets.

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