Chesapeake updated; AmWINS revises timing; Applied Systems, Hostess, Liaison set talk

By Sara Rosenberg

New York, Dec. 9 – Chesapeake Energy Corp. firmed the original issue discount on its first-lien last-out term loan at the tight end of talk, and AmWINS Group Inc. accelerated the commitment deadline for its add-on first-lien term loan.

In more happenings, Applied Systems Inc. and Hostess Brands LLC disclosed price guidance with launch, Liaison (LI Group Holdings Inc.) released official price talk on its in-market term loan, and Calpine Corp. joined this week’s primary calendar.

Chesapeake sets OID

Chesapeake Energy finalized the original issue discount on its $1.5 billion 4.5-year secured first-lien last-out term loan (B3/B-) at 98, the narrow end of the 97 to 98 guidance, according to a market source.

As before, the term loan is priced at Libor plus 800 basis points with a 1% Libor floor, and is non-callable for 1.5 years, then at 105 and then at 102.5.

J.P. Morgan Securities LLC, Morgan Stanley Senior Funding Inc., BofA Securities, Inc. and MUFG are leading the deal that will be used to fund a tender offer for unsecured notes issued by Brazos Valley Longhorn LLC and Brazos Valley Longhorn Finance Corp., each a wholly owned subsidiary of Chesapeake, and to fund the retirement of Brazos Valley’s existing secured revolver.

Chesapeake is an Oklahoma City-based oil and natural gas company.

AmWINS moves deadline

AmWINS changed the commitment deadline for its fungible $250 million add-on first-lien term loan B (Ba3/B+) due Jan. 25, 2024 and the consent deadline for its credit agreement amendment to 5 p.m. ET on Wednesday from 5p.m. ET on Thursday, a market source remarked.

Pricing on the add-on term loan is Libor plus 275 bps with a 1% Libor floor, in line with existing term loan pricing, and the new debt is talked with an original issue discount of 99.05.

The add-on term loan has 101 soft call protection for six months.

Goldman Sachs Bank USA, Barclays, J.P. Morgan Securities LLC, Morgan Stanley Senior Funding Inc. and Wells Fargo Securities LLC are leading the deal that will be used with a $250 million note offering and cash on hand to fund a dividend to shareholders.

AmWINS is a Charlotte, N.C.-based specialty insurance broker.

Applied Systems holds call

Applied Systems surfaced in the morning with plans to hold a lender call at 2 p.m. ET on Monday to launch a fungible $150 million incremental first-lien term loan B due Sept. 19, 2024 talked with an original issue discount of 99.03, according to a market source.

Like the existing loan, the incremental first-lien term loan is priced at Libor plus 325 bps with a step-down to Libor plus 300 bps at 4.75x net first-lien leverage and a 1% Libor floor.

Commitments are due at noon ET on Wednesday, the source said. Syndication of the incremental first-lien term loan will not be a pro rata exercise with existing lenders.

The company is also getting a fungible $60 million incremental second-lien term loan due Sept. 19, 2025 priced at Libor plus 700 bps with a 1% Libor floor, in line with the existing second-lien term loan. This incremental tranche, which is fully spoken for after a limited pre-marketing process, has an original issue discount of 99.5.

Nomura is leading the deal that will be used to fund the acquisition of Indio Technologies Inc., a provider of a workflow management platform that delivers a suite of web-based solutions for insurance agencies.

Applied Systems is a University Park, Ill.-based cloud software provider to the property & casualty and benefits insurance industry.

Hostess reveals guidance

Hostess Brands held a lender call at 11:30 a.m. ET to launch its previously announced fungible $140 million covenant-lite add-on term loan (BB-) due August 2025 and released original issue discount talk of 99.25 on the debt, a market source said.

Like the existing term loan, the add-on term loan is priced at Libor plus 225 bps with a 0.75% Libor floor and has 101 soft call protection until April 1, 2020.

Commitments are due at noon ET on Thursday, the source added.

Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Nomura and Morgan Stanley Senior Funding Inc. are leading the deal that will be used with cash on hand to fund the acquisition of Voortman Cookies Ltd. from Swander Pace Capital for about $320 million in cash, including a customary working capital adjustment.

Closing is targeted for early January, subject to customary conditions.

Post-synergy pro forma leverage is expected to be 4.5x.

Hostess is a Kansas City, Mo.-based packaged food company. Voortman is a Burlington, Ont.-based manufacturer of wafers as well as sugar-free and specialty cookies.

Liaison talk emerges

Liaison came out with talk on its in-market $225 million seven-year covenant-lite first-lien term loan at Libor plus 450 bps to 475 bps with a 1% Libor floor and an original issue discount of 99.5, a market source remarked.

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

The company’s $240 million of credit facilities (B2/B) also include a $15 million revolver.

Although a bank meeting for the credit facilities took place on Dec. 3, the release of official price talk was waiting on ratings.

Commitments are due at 5 p.m. ET on Dec. 16.

Credit Suisse Securities (USA) LLC and UBS Investment Bank are leading the deal that will be used to help fund the buyout of the company by Meritage Group.

Liaison is an admission management software provider for higher education.

Calpine on deck

Calpine Corp. set a lender call for 10:30 a.m. ET on Tuesday to launch a $947,625,000 first-lien term loan B-9 (Ba2/BB) due April 1, 2026 talked at Libor plus 225 bps to 250 bps with a 0% Libor floor, a par issue price and 101 soft call protection for six months, according to a market source.

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

Credit Suisse Securities (USA) LLC is leading the deal that will be used to reprice an existing term loan B-9 down from Libor plus 275 bps.

Calpine is a Houston-based provider of power generation services.

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