Vantiv, Henniges break; Alstom, Gates Global, Hillman, American Tire revisions surface

By Sara Rosenberg

New York, June 11 – Vantiv Inc.’s term loan B made its way into the secondary market on Wednesday, with the debt seen trading above its original issue discount price, and Henniges Automotive Holdings Inc.’s credit facility began trading as well.

Over in the primary, Alstom Auxiliary Components increased the spread on its first-lien term loan, Gates Global LLC reduced pricing on its U.S. and euro term loans, Hillman Group Inc. reduced the size of its term loan B, tightened the spread and original issue discount, added a leverage-based step-down and shortened the call protection, and American Tire Distributors Inc. revised the offer price on its loan.

Also, Healogics Inc., New Albertson’s Inc., Internet Brands, Liberty Cablevision of Puerto Rico LLC, Spencer Spirit Holdings Inc. and World Triathlon Corp. released talk with launch, and Equinox Holdings Inc. disclosed original issue discount guidance on its loan.

In addition, timing and structure surfaced on Wencor Group LLC’s (Jazz Acquisition Inc.) buyout deal, and TeamViewer joined next week’s calendar.

Vantiv starts trading

Vantiv’s $1.4 billion seven-year term loan B freed up on Wednesday, with one trader quoting the debt at par ¼ bid, par ¾ offered.

Pricing on the loan is Libor plus 300 basis points with a step-down to Libor plus 275 bps at 3.75 times leverage. There is a 0.75% Libor floor and 101 soft call protection for six months, and the debt was sold at an original issue discount of 99½.

During syndication, the Symmes Township, Ohio-based payment processor’s B loan was upsized from $1 billion, pricing firmed at the tight end of the Libor plus 300 bps to 325 bps talk and the step-down was added.

J.P. Morgan Securities LLC, Bank of America Merrill Lynch and Credit Suisse Securities (USA) LLC are leading the deal that will be used to help fund the $1.65 billion acquisition of Mercury Payment Systems LLC, a Durango, Colo.-based payment technology company, from Silver Lake.

Closing is expected this quarter, subject to required U.S. antitrust clearance and other customary conditions.

Henniges hits secondary

Henniges Automotive’s credit facility broke for trading too, with the $265 million seven-year term loan B (B1/B) quoted at 99¼ bid, par ¼ offered, according to a trader.

Pricing on the B loan is Libor plus 500 bps with a step-down to Libor plus 450 bps at 3 times net leverage. There is a 1% Libor floor and 101 soft call protection for one year, and the debt was sold at an original issue discount of 99.

Last week, the term loan B was downsized from $285 million, the spread was increased from talk of Libor plus 375 bps to 400 bps, the step-down was added and the call protection was extended from six months.

Other changes made during syndication included setting the 50% excess cash flow sweep in excess of $20 million to be effective for the second half of 2014 and onward instead of for fiscal year 2015 and onwards, and revising the accordion to $40 million plus an unlimited amount subject to 3.5 times net first-lien leverage from $75 million plus an unlimited amount subject to 3.75 times net first-lien leverage.

Henniges getting revolver

In addition to the term loan, Henniges’ $315 million credit facility includes a $50 million five-year ABL revolver.

Barclays, Bank of America Merrill Lynch and UBS AG are leading the deal that will be used to refinance existing debt and fund a one-time distribution to equity holders.

Net leverage is 3.5 times, versus 3.8 times prior to the term loan downsizing, and total leverage is 3.6 times, compared to 3.9 times under the originally proposed structure.

Henniges is an Auburn Hills, Mich.-based supplier of highly engineered automotive sealing and anti-vibration systems for automotive applications.

Alstom flexes first-lien

Moving to the primary, Alstom Auxiliary lifted pricing on its €310 million-equivalent dollar and euro seven-year covenant-light first-lien term loan B (B2/B) to Libor/Euribor plus 450 bps from talk of Libor/Euribor plus 375 bps to 400 bps, according to a market source.

As before, the first-lien term loan still has a 1% floor, an original issue discount of 99 and 101 soft call protection for six months.

Another change made was that the excess cash flow sweep was increased to 75% from 50% with first-lien senior secured leveraged-based step-downs subject to carve outs, the source said.

The company’s €630 million senior secured credit facility also provides for a €40 million five-year multicurrency revolver (B2/B), a €160 million five-year multicurrency letter-of-credit facility (B2/B), and a €120 million dollar-equivalent eight-year covenant-light second-lien term loan (Caa2/CCC+) talked at Libor plus 725 bps with a 1% Libor floor, a discount of 99 and call protection of 102 in year one and 101 in year two.

Alstom lead banks

Citigroup Global Markets Inc., Barclays, ING Financial Markets LLC, RBC Capital Markets and Societe Generale are leading Alstom’s credit facility for which recommitments are due at noon ET on Friday, the source added.

Proceeds will be used to help fund the buyout of the company by Triton from Alstom for around €730 million.

The transaction is expected to close before the end of the first half of fiscal year 2014/2015.

Alstom Auxiliary Components is a Mannheim, Germany-based company active in air preheaters and gas-gas heaters for thermal power plants, heat transfer services for a variety of petrochemical and industrial processes, and grinding mills for diversified industrial applications.

Gates cuts spread

Gates Global trimmed pricing on its $2.49 billion seven-year first-lien covenant-light term loan (B2/B+) and €200 million seven-year first-lien covenant-light term loan (B2/B+) to Libor/Euribor plus 325 bps from talk of Libor/Euribor plus 375 bps to 400 bps, and extended the MFN sunset to 18 months from 12 months, a source said.

The term loans still have a 1% floor, a discount of 99 and 101 soft call protection for one year.

Also, the term loans include a ticking fee of half the spread for days 31 to 60 and the full spread thereafter.

In addition to the term loans, the company’s credit facility provides for a $125 million five-year revolver (B2/B+) and a $325 million five-year ABL revolver.

Commitments are due at 2 p.m. ET on Thursday, the source added.

Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc., Deutsche Bank Securities Inc., UBS AG and Macquarie Capital (USA) Inc. are leading the deal that will be used with senior notes to fund Blackstone’s buyout of the Denver-based manufacturer of power transmission belts and fluid power products by from Onex Corp. and Canada Pension Plan Investment Board.

Hillman reworks loan

Hillman Group cut its seven-year covenant-light term loan B to $550 million from $610 million, reduced pricing to Libor plus 350 bps from Libor plus 375 bps, added a step-down to Libor plus 325 bps at net total opco leverage of 5.5 times, moved the original issue discount to 99¾ from 99 and shortened the 101 soft call protection to six months from one year, a market source said.

The 1% Libor floor on the term loan was unchanged.

Commitments for the company’s now $620 million senior secured credit facility (B1/B), which also includes a $70 million five-year revolver, are due at noon ET on Thursday, the source added.

Barclays, Morgan Stanley Senior Funding Inc. and GE Capital Markets are leading the deal that will be used to help fund the $1,475,000,000 buyout of the company by CCMP Capital Advisors LLC from Oak Hill Capital Partners.

Hillman upsizes notes

In connection with the term loan downsizing, Hillman increased the size of its senior notes offering to $330 million from $270 million, the source remarked.

About $545 million of equity will also be used for the buyout.

Senior secured leverage is 4.1 times, versus 4.6 times prior to the term loan downsizing, and total opco leverage is 6.5 times.

Closing is expected this quarter or next quarter, subject to regulatory approvals and customary conditions.

Following completion of the buyout, Oak Hill Capital and its affiliates will retain a significant minority interest in the company.

Hillman is a Cincinnati-based distributor of fasteners, key duplication systems, engraved tags and related hardware items.

American Tire tweaks offer

American Tire Distributors tightened the offer price on its $420 million incremental term loan (B2/CCC+) due June 2018 to par from 99¾, according to a market source.

Pricing on the incremental loan, which is split between a $340 million funded tranche and an $80 million delayed-draw tranche, is Libor plus 475 bps with a 1% Libor floor.

Bank of America Merrill Lynch is leading the deal that will be used to refinance 9¾% notes.

American Tire is a Huntersville, N.C.-based replacement tire distributor.

Healogics pricing emerges

Also in the primary, Healogics held its bank meeting on Wednesday, and with the event, price talk on its first- and second-lien term loans was announced, according to a market source.

The $400 million seven-year first-lien covenant-light term loan (B1/B) is talked at Libor plus 400 bps to 425 bps with a 1% Libor floor and an original issue discount of 99, and the $220 million eight-year second-lien covenant-light term loan (Caa2/CCC+) is talked at Libor plus 750 bps with a 1% Libor floor and a discount of 99, the source said.

As previously reported, 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.

The company’s $720 million credit facility also includes a $100 million revolver (B1/B).

Healogics being acquired

Proceeds from Healogics’ credit facility will be used to help fund its buyout by Clayton, Dubilier & Rice from Metalmark Capital and Scale Venture Partners for $910 million.

Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, Bank of America Merrill Lynch, Citigroup Global Markets Inc. and Morgan Stanley Senior Funding Inc. are leading the deal, with JPMorgan left lead on the first-lien debt and Credit Suisse left lead on the second-lien loan.

Commitments are due on June 25.

Closing on the buyout is expected this quarter or next quarter.

Healogics is a Jacksonville, Fla.-based provider of advanced wound care services.

New Albertson’s details

New Albertson’s revealed at its bank meeting that it is seeking a new $850 million senior secured seven-year covenant-light term loan (Ba3) at talk of Libor plus 400 bps to 425 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, according to a market source.

Commitments are due at 5 p.m. ET on June 20 and closing is expected on June 25, the source remarked.

Citigroup Global Markets Inc. is the sole lead arranger on the deal and a joint bookrunner with CIT.

Proceeds will be used to fund the acquisition of Safeway Inc.’s eastern division and to repay ABL borrowings.

New Albertson’s is a Spokane, Wash.-based food and drug retailer.

Internet Brands guidance

Internet Brands held its bank meeting, launching its $435 million seven-year first-lien covenant-light term loan with talk of Libor plus 425 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, according to a market source.

Also, the $195 million eight-year second-lien covenant-light term loan was launched at Libor plus 750 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 $755 million credit facility, for which commitments are due on June 25, also includes a $75 million five-year revolver and a $50 million first-lien delayed-draw term loan.

Credit Suisse Securities (USA) LLC (left on first-lien), RBC Capital Markets (left on second-lien) and KKR Capital Markets are the joint bookruners on the deal and joint lead arrangers with Deutsche Bank Securities Inc., Mizuho and SMBC.

Proceeds will be used to help fund the buyout of Internet Brands, an El Segundo, Calif.-based provider of vertically-focused online media and software services, by KKR from Hellman & Friedman and JMI Equity.

Liberty holds call

Liberty Cablevision of Puerto Rico emerged in the morning with plans to hold a call at 1 p.m. ET to launch a $715 million credit facility that will be used to refinance existing bank debt, according to a market source.

The facility consists of a $40 million revolver, a $530 million 7½-year first-lien term loan talked at Libor plus 400 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, and a $145 million nine-year second-lien term loan talked at Libor plus 750 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.

Lead banks, Credit Suisse Securities (USA) LLC, Morgan Stanley Senior Funding Inc. and Scotia Bank, are asking for commitments by June 20.

Liberty Cablevision is a cable TV service provider in Puerto Rico.

Spencer Spirit sets talk

Spencer Spirit disclosed talk of Libor plus 400 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for one year on its $360 million term loan (B2/B) that launched with a bank meeting during the session, a source remarked.

Wells Fargo Securities LLC and Credit Suisse Securities (USA) LLC are leading the deal that will be used to refinance notes.

Spencer Spirit is an Egg Harbor Township, N.J.-based specialty retailer.

World Triathlon launches

World Triathlon held its bank meeting, launching its up to $220 million seven-year first-lien covenant-light term loan with talk of Libor plus 475 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for one year, according to a market source.

The company’s $240 million credit facility also includes a $20 million five-year revolver.

Commitments are due on June 20, the source said.

UBS AG is leading the deal that will be used to refinance existing debt and pay a dividend.

World Triathlon is a Tampa Bay, Fla.-based owner and operator of Ironman triathlon events.

Equinox reveals OID

Equinox launched with a call its fungible $100 million add-on term loan (Ba3/B), and told lenders that the debt is being offered at an original issue discount talk of 99½, according to a market source.

Pricing on the add-on loan is Libor plus 325 bps with a 1.25% Libor floor, in line with the existing term loan.

Bank of America Merrill Lynch and Morgan Stanley Senior Funding Inc. are leading the deal that will be used for general corporate purposes.

Equinox is a New York-based exercise and fitness company.

Wencor timing, structure

Wencor Group’s buyout financing credit facility will launch with a bank meeting at 10 a.m. ET in New York on Thursday and will be sized at $540 million, a market source said.

The facility is split between a $65 million revolver, a $320 million seven-year first-lien covenant-light term loan with 101 soft call protection for six months, and a $155 million eight-year second-lien covenant-light term loan with call protection of 102 in year one and 101 in year two, the source continued.

Commitments are due on June 26.

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

As previously reported, the company is being acquired by Warburg Pincus from Odyssey Investment Partners LLC and the transaction is expected to close this quarter, subject to customary regulatory approvals.

Wencor is a Springville, Utah-based designer, repair provider and distributor of aftermarket aerospace components.

TeamViewer on deck

TeamViewer surfaced with plans to hold a bank meeting in London on Monday and in New York on Tuesday to launch a new credit facility, according to a market source.

The facility consists of a $35 million five-year revolver, a $310 million seven-year first-lien covenant-light term loan, a €100 million seven-year first-lien covenant-light term loan and a $125 million eight-year second-lien covenant-light term loan, the source said.

Bank of America Merrill Lynch, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and Nomura are leading the deal that will be used to help fund the buyout of the company by Permira.

TeamViewer is a Germany-based provider of secure remote support software and Online Meetings.

Trojan allocates

In other news, Trojan Battery Co., Santa Fe Springs, Calif.-based manufacturer of deep-cycle batteries, saw its $245 million credit facility (B2/B+) allocate on Tuesday afternoon, according to a market source.

The facility consists of a $40 million six-year revolver, and a $205 million seven-year term loan priced at Libor plus 475 bps with a 1% Libor floor. The term loan was sold at an original issue discount of 99 and has 101 soft call protection for one year.

During syndication, the term loan was downsized from $235 million, bringing closing leverage down to 3.99 times from 4.53 times, pricing was lifted from talk of Libor plus 425 bps to 450 bps, the discount widened from 99½, the call protection was extended from six months and the 18 month MFN sunset was eliminated.

GE Capital Markets, KeyBanc Capital Markets and Credit Suisse Securities (USA) LLC are leading the deal that is being used to fund a dividend, which was reduced with the term loan downsizing, and to refinance existing debt.

Polymer closes

Polymer Group completed its acquisition of 71.25% of the outstanding capital stock of Companhia Providencia Industria e Comercio, a Brazilian manufacturer of nonwovens used in hygiene, health-care and industrial applications, according to a news release.

To help fund the transaction, Polymer got a new $415 million senior secured incremental covenant-light term loan (B2/B-) due Dec. 19, 2019, of which $105 million is delayed-draw.

Pricing is Libor plus 425 bps with a 25 bps step-down when senior secured net leverage is below 3.5 times and a 1% Libor floor. The debt was issued at par and has 101 soft call protection for six months.

During syndication, the loan was upsized from $355 million as the delayed-draw tranche was lifted from $45 million to allow for the repayment of existing secured debt, and the offer price tightened from the 99¾ area.

Citigroup Global Markets Inc., Barclays, RBC Capital Markets and HSBC Securities (USA) Inc. led the deal for the Charlotte, N.C.-based producer of engineered materials with a focus on nonwoven products.

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