Aristocrat dips on repricing; Texas Competitive, UFC tweak deals; Engility, Inteva set talk

By Sara Rosenberg

New York, July 26 – Aristocrat Leisure Ltd.’s term loan B headed lower in the secondary market on Tuesday following news that the company is planning on approaching lenders with a repricing transaction this week.

Moving to the primary market, Texas Competitive Electric Holdings Co. LLC lowered pricing on its term loans and set the original issue discount at the tight side of guidance, and UFC Holdings LLC decided to add a second-lien term loan to its proposed capital structure in place of issuing notes.

Additionally, Engility Corp. and Inteva Products LLC disclosed price talk with launch, Polyconcept and Trader Corp. came out with timing on their term loans, and Leslie’s Poolmart Inc. and Air Medical Group Holdings Inc. surfaced with new deal plans.

Aristocrat softens

Aristocrat Leisure’s term loan B dropped in trading on Tuesday to par bid, 100½ offered from 100½ bid, 101 offered as investors learned that the company will be holding a call at 10 a.m. ET on Wednesday to launch a repricing of the debt, according to market sources.

The term loan B will be repriced from Libor plus 375 basis points with a 1% Libor floor.

Price talk on the repricing is not yet available, sources said.

UBS Investment Bank and Goldman Sachs & Co. are leading the deal.

Aristocrat Leisure is an Australia-based provider of gaming services.

Texas Competitive revised

Back in the primary market, Texas Competitive Electric Holdings cut pricing on its $2.85 billion seven-year covenant-light term loan B and $650 million seven-year covenant-light term loan C to Libor plus 400 bps with no step-down from Libor plus 450 bps, finalized the original issue discount at 99, the tight end of the 98.5 to 99 talk, and removed the MFN sunset, according to a market source.

As before, the term loans have a 1% Libor floor and 101 soft call protection for six months.

Amortization on the term loan B is 1% per annum, and the term loan C has no amortization until the term loan B is repaid.

Commitments were due at the close of business on Tuesday, and allocations are targeted for Wednesday morning, the source added.

Texas Competitive revolver

In addition to the term loans, Texas Competitive’s $4.25 billion senior secured credit facility (Baa3/BB-) includes a $750 million five-year revolver.

Deutsche Bank Securities Inc., Barclays, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, RBC Capital Markets, UBS Investment Bank and Natixis are leading the deal that will be used to refinance an existing debtor-in-possession financing facility and then will convert to a permanent exit facility upon the company’s emergence from bankruptcy, which is expected before year-end.

Gross leverage upon emergence from bankruptcy is anticipated to be 1.9 times, and net leverage is expected at 1.5 times.

Texas Competitive is a Dallas-based power generation company.

UFC adds second-lien

UFC opted to add a $500 million eight-year second-lien term loan to its transaction, and released talk of Libor plus 850 bps with a 1% Libor floor, an original issue discount of 98 and call protection of 102 in year one and 101 in year two on the debt, according to a market source.

The second-lien term loan is being done instead of an expected $500 million unsecured notes offering.

The company already launched with a bank meeting on Friday a $1.3 billion seven-year senior secured covenant-light first-lien term loan B talked at 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.

Commitments for the second-lien term loan are due at noon ET on Aug. 4, same as commitments for the first-lien term loan B, the source said.

UFC lead banks

Goldman Sachs & Co. is left lead on UFC’s first-lien term loan, with Deutsche Bank Securities Inc., Barclays, Credit Suisse Securities (USA) LLC, KKR Capital Markets LLC, Citigroup Global Markets Inc. and UBS Investment Bank on the right. Bookrunners on the second-lien loan are Deutsche Bank, Goldman Sachs, Barclays, Credit Suisse and KKR, with Deutsche the left lead.

Proceeds will be used to help fund the acquisition of the company by WME | IMG, and, as part of the transaction, Silver Lake Partners and KKR will join WME | IMG as new strategic investors, along with MSD Capital LP and MSD Partners LP, which will provide preferred equity financing.

Closing is subject to customary conditions.

UFC is a Las Vegas-based sports brand and pay-per-view event provider. WME | IMG is an entertainment, sports and fashion company.

Engility reveals talk

Engility held its bank meeting on Tuesday afternoon, and with the event, price talk on its $200 million four-year term loan B-1 and $600 million seven-year term loan B-2 was announced, according to a market source.

The term loan B-1 is talked at Libor plus 450 bps to 475 bps with no floor and an original issue discount of 99.5, and the term loan B-2 is talked at Libor plus 475 bps to 500 bps with a 1% Libor floor and a discount of 99, the source said. Both term loans have 101 soft call protection for six months.

Amortization on the term loan B-1 is 10% per annum and on the term loan B-2 is 1% per annum.

Commitments are due on Aug. 9, the source added.

Morgan Stanley Senior Funding Inc., Barclays, SunTrust Robinson Humphrey Inc., Regions Bank, Deutsche Bank Securities Inc., J.P. Morgan Securities LLC and KKR Capital Markets are leading the $800 million of senior secured term loans that will be used to refinance existing debt.

Engility is a Chantilly, Va.-based provider of integrated services for the U.S. government.

Inteva releases guidance

Inteva Products came out with talk of Libor plus 525 bps to 550 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months on its $250 million term loan B (B1/B) that launched with a morning bank meeting, according to a market source.

Commitments are due on Aug. 9, the source said.

Deutsche Bank Securities Inc., Bank of America Merrill Lynch, Well Fargo Securities LLC and TD Securities (USA) LLC are leading the deal that will be used to refinance existing debt, to prefund capital expenditures for recent business wins and to fund a distribution to shareholders.

Inteva is a Troy, Mich.-based designer, manufacturer and assembler of highly engineered closure systems, roof systems, interior systems and motors & electronics for leading automotive OEMs.

Polyconcept timing emerges

Also in the primary market, Polyconcept set a bank meeting for 10 a.m. ET in New York on Thursday to launch its previously announced $435 million seven-year first-lien term loan B, a market source said. Prior to now, it was known that the deal was likely to come to market this summer but a specific date was unavailable.

Along with the term loan B, the company’s $523 million credit facility includes an $88 million ABL revolver.

Goldman Sachs & Co., RBC Capital Markets and Natixis are leading the deal that will be used with a privately placed second-lien term loan to help fund the buyout of the company by Charlesbank Capital Partners from Investcorp.

Polyconcept is a supplier of promotional products.

Trader sets launch

Trader Corp. scheduled a bank meeting for 2 p.m. ET in New York on Thursday to launch its C$510 million seven-year first-lien term loan B that is talked at Libor plus 425 bps to 450 bps with a 1% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, according to a market source.

Previously, timing on the deal was broadly described as this summer’s business.

The company’s C$760 million credit facility also includes a C$50 million revolver and a C$200 million privately placed second-lien term loan.

Goldman Sachs & Co., J.P. Morgan Securities LLC, UBS Investment Bank and Macquarie Capital are leading the transaction, with Goldman left on the first-lien debt and JPMorgan left on the second-lien loan.

Proceeds will be used to help fund the roughly C$1,575,000,000 buyout of the company by Thoma Bravo LLC, which is expected to close by the fourth quarter, subject to customary conditions.

Trader Corp. is an Ontario-based digital automotive marketplace.

Leslie’s readies loan

Leslie’s Poolmart emerged with plans to hold a lender call at 11 a.m. ET on Wednesday to launch a $780 million seven-year covenant-light term loan B, a market source said.

Nomura is leading the deal that will be used with $420 million of privately placed unsecured notes and cash on hand to refinance existing debt and fund a dividend.

Leslie’s Poolmart is a Phoenix-based retailer of swimming pool supplies and related products.

Air Medical on deck

Air Medical set a lender call for 1 p.m. ET on Wednesday to launch a $175 million senior secured incremental first-lien term loan B, according to a market source.

Morgan Stanley Senior Funding Inc. and KKR Capital Markets LLC are leading the loan that will be used with cash on hand to fund the acquisition of Calstar, fund a one-time pro rata share repurchase among equity holders and pay related fees and expenses.

Air Medical is a Lewisville, Texas-based provider of air ambulance services. Calstar is a McClellan, Calif.-based regional air ambulance service.

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