TeamHealth, Ellucian break; Synchronoss, Zayo, Dynegy, US LBM, 1-800 Contacts tweak deals

By Sara Rosenberg

New York, Jan. 12 – TeamHealth Holdings Inc.’s credit facility made its way into the secondary market on Thursday, with the term loan B quoted above its original issue discount, and Ellucian’s repriced term loan began trading as well.

Over in the primary market, Synchronoss Technologies Inc. reduced the spread on its term loan B, Zayo Group Holdings Inc. retranched its term loan debt and revised pricing, and Dynegy Inc. modified the issue price on the upsize to its term loan C.

Also, US LBM Holdings LLC tightened the original issue discount on its incremental first-lien term loan, 1-800 Contacts Inc. (CNT Holdings III Corp.) added a step-down to its first-lien term loan, and Atotech BV, Prestige Brands Inc., Blue Nile Inc. and Brown Jordan International Inc. released price talk with launch

In addition, Alliant Holdings Intermediate LLC, Innocor Inc., V.Group and Genex Holdings Inc. joined the near-term primary calendar, and timing and size surfaced on MEG Energy Corp.’s refinancing transaction.

TeamHealth tops OID

TeamHealth’s credit facility broke for trading on Thursday, with the $2.75 billion seven-year covenant-light term loan B quoted at 100 3/8 bid, 100¾ offered, according to a market source.

Pricing on the term loan B is Libor plus 275 basis points with a 1% Libor floor, and it was sold at an original issue discount of 99.75. The debt has 101 soft call protection for one year.

During syndication, the term loan B was upsized from $2.6 billion, pricing was reduced from talk of Libor plus 325 bps to 350 bps, the discount was revised from 99.5, and the call protection was extended from six months.

The company’s $3.15 billion senior secured credit facility also includes a $400 million revolver.

J.P. Morgan Securities LLC, Barclays, Bank of America Merrill Lynch and Morgan Stanley Senior Funding Inc. are leading the deal that will be used with $865 million of senior unsecured notes and $2.7 billion of equity to fund the company’s buyout by Blackstone for $43.50 per share in cash, or about $6.1 billion.

The notes were downsized from $1,015,000,000 with the term loan B upsizing.

Closing is expected this quarter, subject to customary conditions.

TeamHealth is a Knoxville, Tenn.-based physician services organization.

Ellucian frees up

Ellucian’s repriced $1.53 billion term loan B due 2022 also began trading, with levels quoted at 100¼ bid, 100 5/8 offered, a trader remarked.

Pricing on the loan is Libor plus 325 bps with a 1% Libor floor, and it was issued at par. The debt has 101 soft call protection for six months.

Bank of America Merrill Lynch is the left lead on the deal that is repricing an existing term loan down from Libor plus 375 bps with a 1% Libor floor.

Ellucian is a Fairfax, Va.-based provider of higher education software and services.

Synchronoss flexes lower

Moving to the primary market, Synchronoss Technologies cut pricing on its $900 million seven-year first-lien term loan B to Libor plus 275 bps from talk of Libor plus 300 bps to 325 bps, a market source said.

As before, the term loan B has no Libor floor, an original issue discount of 99.5, 101 soft call protection for six months and a ticking fee of half the spread from days 31 to 60 and the full spread thereafter.

The company’s $1.15 billion senior secured credit facility (Ba3/BB-) also includes a $250 million five-year revolver.

Commitments were due by the close of business on Thursday.

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

Synchronoss buying Intralinks

Proceeds from Synchronoss’ credit facility will be used to help fund the acquisition of Intralinks Holdings Inc. for $13.00 per share or $821 million in equity value.

The company also plans on using cash on hand and proceeds from the $146 million sale of a portion of its activation business to Sequential Technology International LLC to fund the acquisition.

Closing is anticipated this quarter, subject to customary conditions, including regulatory approval.

Synchronoss Technologies is a Bridgewater, N.J.-based provider of managed mobility solutions for Service Providers and Enterprise. Intralinks is a New York-based content collaboration company that provides cloud-based solutions to control the sharing, distribution and management of high value content.

Zayo reworks deal

Zayo Group divided its $2.5 billion seven-year term loan B into a $2.1 billion seven-year tranche talked at Libor plus 250 bps with a 1% Libor floor and an original issue discount of 99.75 and a $400 million four-year tranche talked at Libor plus 200 bps with no Libor floor and a discount of 99.75, according to a market source.

When the deal was structured as one term loan B, talk had been Libor plus 275 bps with a 1% Libor floor and a discount of 99.75.

Commitments were at 5 p.m. ET on Thursday, and allocations are expected on Friday, the source said.

Morgan Stanley Senior Funding Inc., Barclays, SunTrust Robinson Humphrey Inc., RBC Capital Markets, Citigroup Global Markets Inc., Goldman Sachs Bank USA and J.P. Morgan Securities LLC are leading the loans that will be used with $800 million of senior notes to fund the $1.42 billion acquisition of Electric Lightwave and to refinance an existing term loan B.

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

Zayo is a Boulder, Colo.-based provider of communications infrastructure services. Electric Lightwave, formerly known as Integra Telecom, is a Vancouver, Wash.-based provider of infrastructure and telecom services.

Dynegy modified

Dynegy tightened the original issue discount on the $224 million upsize to its senior secured covenant-light term loan C to 99.75 from 99.5, a market source remarked.

The total $2,224,000,000 senior secured covenant-light term loan C, which includes the upsize and a repricing of the existing $2 billion term loan C, is priced at Libor plus 325 bps with a 1% Libor floor, and the debt has 101 soft call protection for six months. The repricing portion of the loan is still offered at par.

Consents/commitments were due at 5 p.m. ET on Thursday, and allocations are targeted for Friday, the source added.

Morgan Stanley Senior Funding Inc., Deutsche Bank Securities Inc., Barclays, Credit Agricole CIB, MUFG, RBC Capital Markets, Credit Suisse Securities (USA) LLC, UBS Securities LLC and BNP Paribas Securities Corp. are leading the deal.

The upsize to the term loan C will be used to refinance an existing term loan B due 2020, and the repricing will take the existing term loan C down from Libor plus 400 bps with a 1% Libor floor.

Dynegy is a Houston-based energy company.

US LBM tweaked

US LBM changed the original issue discount on its fungible $80 million incremental first-lien term loan (B3/B+) due Aug. 20, 2022 to 99 from 98.75 and accelerated the commitment deadline to 10 a.m. ET on Friday from Wednesday, according to a market source.

The incremental loan is priced at Libor plus 525 bps with a 1% Libor floor, in line with existing first-lien term loan pricing, and the debt is getting 101 soft call protection for six months.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to fund the acquisition of Ridout Lumber Co., a Searcy, Ark.-based lumber company chain.

US LBM is a Green Bay, Wis.-based owner of building material distribution businesses.

1-800 Contacts adds step

1-800 Contacts added a step-down to its $496 million covenant-light first-lien term loan (B1/B) due Jan. 22, 2023 to Libor plus 300 bps at 3.5 times net first-lien leverage, a source remarked.

Initial pricing on the loan remained at Libor plus 325 bps. The debt has a 1% Libor floor and 101 soft call protection for six months, and is offered at par.

Credit Suisse Securities (USA) LLC is leading the deal that will reprice the existing first-lien term loan down from Libor plus 425 bps with a 1% Libor floor.

1-800 Contacts is a Draper, Utah-based retailer of contact lenses.

Atotech discloses talk

In more primary news, Atotech held its bank meeting on Thursday, launching its $1.4 billion senior secured term loan B at talk of Libor plus 350 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.

The company’s $1.65 billion credit facility also includes a $250 million revolver.

Commitments are due at noon ET on Jan. 25, the source said.

Barclays, J.P. Morgan Securities LLC, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, HSBC Securities (USA) Inc., Nomura, RBC Capital Markets and Bank of China are leading the deal that will be used with equity to fund the buyout of the company by the Carlyle Group from Total for $3.2 billion.

Closing is subject to approval by the relevant antitrust authorities.

Atotech is a manufacturer of specialty plating chemicals and equipment.

Prestige releases guidance

Prestige Brands came out with talk of Libor plus 275 bps to 300 bps with a 0.75% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months on its $740 million seven-year term loan B-4 (BB-) that launched with a lender call in the morning, according to a market source.

Commitments are due at 5 p.m. ET on Jan. 24, the source said.

Barclays, Citigroup Global Markets Inc., Morgan Stanley Senior Funding Inc., RBC Capital Markets LLC and Deutsche Bank Securities Inc. are leading the deal that will be used to help fund the $825 million acquisition of C.B. Fleet Co. Inc.

Other funds for the transaction will come from a $90 million draw on the company’s existing ABL revolver, which is expected to be upsized to $175 million in commitments, the company said in an 8-K filed with the Securities and Exchange Commission.

Prestige amending

In connection with the transaction, Prestige Brands is seeking to reset certain baskets and incurrence levels in an existing term loan B-3 reflect its pro forma size and leverage.

Pro forma for the transaction, net secured leverage is expected to be 3.8 times, and net leverage is expected to be 5.8 times.

Closing is anticipated in the company’s fiscal 2017 fourth quarter, subject to customary conditions and regulatory approval.

Prestige Brands is a Tarrytown, N.Y.-based marketer and distributor of over-the-counter and household cleaning products. C.B. Fleet is a manufacturer, marketer and distributor of feminine care and other over-the-counter healthcare products.

Blue Nile reveals terms

Blue Nile disclosed talk of Libor plus 650 bps with a 1% Libor floor, an original issue discount of 97 and hard call protection of 102 in year one and 101 in year two on its $180 million six-year first-lien term loan that launched with a morning bank meeting, according to a market source.

The company’s $230 million credit facility also includes a $50 million ABL revolver.

Commitments are due at noon ET on Jan. 26, the source said.

Goldman Sachs Bank USA is leading the deal that will be used with equity to fund the buyout of the company by an investor group comprised of funds managed by Bain Capital Private Equity and Bow Street LLC for $40.75 in cash per share, or about $500 million.

Closing is expected this quarter, subject to stockholder and regulatory approvals and other customary conditions. There are no financing conditions associated with the buyout.

Blue Nile is a Seattle-based online jeweler.

Brown Jordan launches

Brown Jordan held its bank meeting, launching its $160 million six-year first-lien term loan B (B2/B) at talk of Libor plus 575 bps to 600 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, a market source said.

The company’s $195 million credit facility also includes a $35 million ABL revolver.

Commitments are due on Jan. 26, the source added.

Goldman Sachs and Societe Generale are leading the deal that will be used to help fund the buyout of the company by Littlejohn & Co. LLC.

Closing is expected late this month.

Brown Jordan is a St. Augustine, Fla.-based manufacturer of indoor and outdoor furniture.

Alliant readies deal

Alliant Holdings scheduled a lender call for 11:30 a.m. ET on Friday to launch a $1,598,500,000 senior secured term loan, according to a market source.

Morgan Stanley Senior Funding Inc. is leading the deal that will be used to roll the $278.6 million term loan B-2 priced at Libor plus 400 basis points with a 1% Libor floor into the $1,319,900,000 term loan B priced at Libor plus 350 bps with a 1% Libor floor, and reprice the debt.

Alliant Holdings is a Newport Beach, Calif.-based specialty insurance brokerage firm.

Innocor coming soon

Innocor emerged with plans to hold a bank meeting at 1 p.m. ET on Tuesday to launch a $675 million senior secured credit facility, a market source said.

The facility consists of a $125 million asset-based revolver, a $425 million first-lien term loan and a $125 million second-lien term loan, the source continued.

Barclays, Bank of America Merrill Lynch, Macquarie Capital (USA) Inc., Mizuho and Wells Fargo Securities LLC are leading the deal, with Barclays left on the first-lien and Bank of America left on the second-lien.

Proceeds will be used to help fund the buyout of the company by Bain Capital Private Equity from Sun Capital Partners Inc., which is expected to close this quarter.

Innocor is a Red Bank, N.J.-based designer and manufacturer of advanced foam products for commercial and retail channels.

V.Group on deck

V.Group scheduled a bank meeting for 10 a.m. ET in New York on Tuesday to launch a $552.5 million credit facility, according to a market source.

The facility consists of a $57.5 million revolver and a $495 million senior secured term loan B, the source said.

Goldman Sachs Bank USA, HSBC Securities (USA) Inc., Citigroup Global Markets Inc., RBS and RBC Capital Markets are leading the deal that will be used to help fund the acquisition of a controlling stake in the company by Advent International from Omers Private Equity.

V.Group is a London-based marine and offshore vessel management and support services provider.

Genex plans add-on

Genex will hold a lender call at 3 p.m. ET on Tuesday to launch a $33 million add-on first-lien term loan, a market source said.

RBC Capital Markets and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to fund an acquisition.

Pricing on the existing $316 million first-lien term loan due May 2021 is Libor plus 425 bps with a 1% Libor floor.

Apax Partners LLP is the sponsor.

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

MEG details emerge

MEG Energy set a bank meeting for 10:30 a.m. ET on Tuesday to launch a $1,235,000,000 senior secured term loan B (Ba3), a market source remarked.

Barclays, BMO Capital Markets and RBC Capital Markets are leading the deal that will be used to refinance an existing term loan B due 2020.

The Calgary, Alta.-based oil sands company revealed plans to refinance the term loan B in a press release on Wednesday, but specifics on the new loan were not available.

MEG also disclosed in the news release that it expects to extend the maturity on its covenant-light revolver by two years to Nov. 5, 2021 and reduce the commitment amount to $1.4 billion.

Furthermore, the company intends to amend its credit agreement to allow for the issuance of second-lien debt, to permit the sale of its interest in the Access Pipeline, provided 70% of the net proceeds are used to repay first-lien term debt, and to allow for the sale of an additional $550 million of certain encumbered assets, in addition to the $200 million already permitted, provided that 70% of the net proceeds are used to repay first-lien term debt.

TransDigm sets right leads

It was disclosed on Thursday that the list of lead arrangers on TransDigm Group Inc.’s $1,225,000,000 seven-year covenant-light first-lien term loan (Ba2/B) includes Citigroup Global Markets Inc., Morgan Stanley Senior Funding Inc., UBS Investment Bank, Barclays, Goldman Sachs Bank USA, HSBC Securities (USA) Inc. and RBC Capital Markets, in addition to left lead Credit Suisse Securities (USA) LLC, a market source said.

As previously reported, the term loan, which launched with a lender call on Wednesday, is talked at Libor plus 275 bps with no Libor floor, an original issue discount of 99 to 99.5 and 101 soft call protection for six months.

Commitments are due at 5 p.m. ET on Jan. 19.

Proceeds will be used to refinance a term loan C due Feb. 28, 2020 priced at Libor plus 300 bps with a 0.75% Libor floor.

TransDigm is a Cleveland-based designer, producer and supplier of highly engineered aircraft components for use on commercial and military aircraft.

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