Taminco trades up; ClubCorp sets term loan offer price; Gray Television lifts add-on size

By Sara Rosenberg

New York, Sept. 11 – Taminco Corp.’s term loan B headed higher in the secondary market on Thursday following news that the company is being acquired by Eastman Chemical Co.

Over in the primary, ClubCorp Club Operations Inc. firmed the original issue discount on its term loan and Gray Television Inc. lifted the size of its add-on term loan.

Also, Mattress Firm Holding Corp., TPF II, Jeld-Wen Inc., Central Security Group Inc., Sensis, Mister Car Wash, FHC Health Systems Inc. and Platform Specialty Products Corp. (MacDermid Inc.) disclosed price talk as their deals were launched to investors during the session.

Furthermore, timing and structure emerged on Berlin Packaging LLC’s buyout financing, Burger King Worldwide Inc. set a bank meeting for its credit facility, and Flavors Holdings Inc. and White Birch Paper came out with new deal plans.

Taminco gains ground

Taminco’s term loan B rose in trading on Thursday to 99 5/8 bid, par offered from 99 1/8 bid, 99 5/8 offered after the company announced that it is being bought by Eastman Chemical for $26.00 per share, for a total transaction value of about $2.8 billion in cash, according to a trader.

Closing is expected in the fourth quarter, subject to Taminco shareholder approval, regulatory approvals and other customary conditions.

There is a 30-day “go-shop” period.

Taminco is an Allentown, Pa.-based producer of alkylamines and alkylamine derivatives. Eastman Chemical is a Kingsport, Tenn.-based specialty chemical company.

ClubCorp finalizes OID

Moving to the primary market, ClubCorp firmed the original issue discount on its fungible $250 million add-on senior secured covenant-light term loan (B+) due July 24, 2020 at 99¼, the midpoint of the 99 to 99½ talk, according to a market source.

The loan remained priced at Libor plus 350 basis points with a 1% Libor floor and still has 101 soft call protection for six months.

With the new loan, pricing on the company’s existing term loan is being increased to match the add-on pricing from Libor plus 300 bps with a 1% Libor floor.

Leverage is around 4.5 times.

ClubCorp lead banks

Citigroup Global Markets Inc. and Deutsche Bank Securities Inc. are leading ClubCorp’s term loan that is expected to allocate on Friday.

Proceeds will be used with existing liquidity to fund the $265 million acquisition of Sequoia Golf.

Closing is expected on Sept. 30, subject to the amendment of the company’s credit facility to provide the new term loan debt and customary conditions.

ClubCorp is a Dallas-based owner and operator of private golf and country clubs, business, sports, and alumni clubs. Sequoia is an Atlanta-based golf course ownership and management company.

Gray Television upsizes

Gray Television raised its fungible add-on term loan B to $100 million from $75 million, while keeping original issue discount talk at 99, according to a market source.

The add-on term loan B is priced at Libor plus 300 bps with a 0.75% Libor floor, in line with the existing term loan B.

Wells Fargo Securities LLC is leading the deal that will be used to help fund the roughly $128 million acquisition of WJRT-TV and WTVG-TV from SJL Holdings LLC.

Closing is expected in the third or fourth quarter, subject to receipt of regulatory and other approvals.

Gray Television is an Atlanta-based television broadcast company.

Mattress Firm guidance

Mattress Firm held its bank meeting on Thursday, launching its $720 million seven-year covenant-light term loan with 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.

The company’s $845 million credit facility also includes a $125 million five-year ABL revolver.

Commitments are due by noon ET on Sept. 25, the source said.

Barclays, Bank of America Merrill Lynch, J.P. Morgan Securities LLC and UBS AG are leading the deal that will be used to fund the acquisition of the Sleep Train Inc. for $425 million, subject to working capital and other customary adjustments, finance bolt-on acquisitions and to refinance existing debt.

Mattress Firm leverage

With this transaction, Mattress Firm’s net first-lien adjusted leverage and net total adjusted leverage is 3.3 times, and lease adjusted leverage is 6 times, the source added.

Closing is expected in the fourth fiscal quarter of 2014, subject to expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act and other regulatory approvals, and customary conditions.

Mattress Firm is a Houston-based specialty bedding company. Sleep Train is a Rocklin, Calif.-based bedding specialty retailer.

TPF terms surface

TPF II launched with a meeting its $1.5 billion seven-year term loan B with talk of Libor plus 450 bps to 475 bps with a 1% Libor floor, an original issue discount of 99 to 99½ and 101 soft call protection for one year, a market source said.

The company’s $1.59 billion senior secured credit facility (BB-) also includes a $90 million five-year revolver.

Commitments are due on Sept. 25 and closing is expected in the week of Sept. 29, the source added.

Morgan Stanley Senior Funding Inc., Bank of America Merrill Lynch, Goldman Sachs Bank USA and MUFG Union Bank are leading the deal that will be used by the investor in energy and power assets to repay existing debt at TPF II LC LLC, TPF II Rolling Hills LLC and Astoria Generating Co. Acquisitions LLC, to fund a distribution to the equity holders and to fund a debt service reserve account.

The borrowers are TPF II Power LLC and TPF II Covert Midco LLC.

Jeld-Wen launches

Jeld-Wen released talk of Libor plus 400 bps with a 1% Libor floor, an original issue discount of 99 to 99½ and 101 soft call protection for one year on its $775 million seven-year covenant-light term loan B (B1/B) that launched on Thursday, according to a market source.

Commitments are due on Sept. 23, the source said.

Bank of America Merrill Lynch, Wells Fargo Securities LLC, Barclays, SunTrust Robinson Humphrey Inc. and KeyBanc Capital Markets LLC are leading the deal that will be used to refinance existing senior secured credit facility debt and senior secured notes.

Jeld-Wen is a Klamath Falls, Ore.-based door and window manufacturer.

Central Security reveals talk

Central Security disclosed price talk on its first- and second-lien term loans shortly before its morning bank meeting kicked off, according to a market source.

The $225 million six-year first-lien covenant-light term loan (B-) is talked at Libor plus 500 basis points with a 1% Libor floor and an original issue discount of 99, and the $50 million seven-year second-lien covenant-light term loan (CCC) is talked at Libor plus 850 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 $325 million credit facility includes a $50 million five-year revolver (B-).

Commitments are due on Sept. 25.

Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc. are leading the deal that will be used by the Tulsa, Okla.-based provider of alarm monitoring services to refinance existing debt and fund a shareholder dividend.

Sensis shops loan

Sensis launched its $400 million five-year term loan (B2/B+) during the session with talk of Libor plus 700 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.

Commitments are due on Sept. 18, the source said.

Bank of America Merrill Lynch, Macquarie Capital and Credit Suisse Securities (USA) LLC are leading the deal that will be used to refinance existing debt and fund a dividend.

Sensis is a provider of local search and digital marketing services to Australian businesses.

Mister Car releases pricing

Mister Car Wash disclosed talk of Libor plus 450 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months on its $180 million seven-year covenant-light term loan B that launched with a morning meeting, a source said.

The company’s $210 million credit facility (Ba3/B-) also includes a $30 million revolver.

Commitments are due on Sept. 24, the source continued.

Jefferies Finance LLC, Nomura and BMO Capital Markets are leading the deal that will be used with $87.5 million of privately placed unsecured notes and about $270 million of equity to back the recently completed buyout of the company by Leonard Green & Partners LP from Oncap.

Leverage through the bank debt is around 3.9 times, the source added.

Mister Car Wash is a Tucson, Ariz.-based car wash company.

FHC sets guidance

FHC Health Systems held its afternoon meeting, launching its $350 million seven-year first-lien term loan with 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.

The company’s $415 million credit facility (B1/B+) also includes a $65 million five-year revolver.

Commitments are due on Sept. 25, the source said.

UBS AG, Goldman Sachs Bank USA, GE Capital Markets and Nomura are leading the deal that will be used to help fund Beacon Health Strategies’ merger with ValueOptions Inc. to create FHC Health.

Closing is expected this fall, subject to regulatory review.

FHC Health is a Boston-based managed behavioral health care company.

Platform holds call

Platform Specialty Products launched with a call its fungible $300 million add-on first-lien covenant-light term loan due June 7, 2020 with talk of Libor plus 300 bps with a 1% Libor floor, an original issue discount of 99 to 99½ and 101 soft call protection for six months following closing, which will then be reset to six months following the close of the Chemtura AgroSolutions acquisition, a market source remarked.

The spread and floor on the add-on matches the existing first-lien term loan.

Commitments are due by noon ET on Sept. 18, the source added.

Barclays is leading the deal that will be used with cash on hand to fund the acquisition of Agriphar for €300 million, which is expected to close in the fourth quarter.

Net first-lien and net total leverage is 4.3 times.

Platform is a Miami-based producer of high-technology specialty chemical products and provider of technical services. Agriphar is a European agrochemicals group.

Pike launches

Pike Corp. launched with its bank meeting its $290 million seven-year first-lien covenant-light term loan (B2/B+) in line with early whispers at Libor plus 425 bps to 450 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for one year, according to a DEFA14A filed with the Securities and Exchange Commission.

In addition, official talk on the $150 million 7½-year second-lien covenant-light term loan (Caa2/CCC+) matches the early guidance of Libor plus 725 bps to 750 bps with a 1% Libor floor, a discount of 99 and hard call protection of 102 in year one and 101 year two.

The term loans have a ticking fee of half the spread from days 31 to 60 and the full spread thereafter.

The company’s $540 million senior secured credit facility also includes a $100 million five-year revolver (B2/B+) talked at Libor plus 325 bps with a 50 bps upfront fee.

J.P. Morgan Securities LLC, Keybanc Capital Markets and SunTrust Robinson Humphrey Inc. are leading the deal.

Pike being acquired

Proceeds from Pike’s credit facility, up to $190 million in equity and cash on hand will be used to fund its buyout led by Court Square Capital Partners and including chairman and chief executive officer J. Eric Pike for $12.00 in cash per share.

Commitments are due on Sept. 25.

Closing is expected in the fourth quarter, subject to shareholder and regulatory approvals and other customary conditions.

Pro forma for the transaction, first-lien leverage would be 3.5 times and total leverage would be 5.2 times, based on 2014 adjusted EBITDA of $84 million.

Pike is a Mount Airy, N.C.-based specialty construction and engineering firm.

Berlin readies deal

In more primary news, Berlin Packaging set a bank meeting for 2 p.m. ET in New York on Monday to launch its credit facility that is now known to be sized at $840 million credit facility, split between a $75 million five-year revolver, a $545 million seven-year first-lien covenant-light term loan and a $220 million eight-year second-lien covenant-light term loan, a market source said.

Proceeds will be used to help fund the buyout of the Chicago-based supplier of rigid packaging products and services by Oak Hill Capital Partners from Investcorp for roughly $1.43 billion.

When the buyout was announced, the company disclosed that it would be using first- and second-lien debt for the transaction but timing and structure were not available.

Deutsche Bank Securities Inc., Morgan Stanley Senior Funding Inc., Bank of America Merrill Lynch and Barclays are leading the deal, with Deutsche Bank left lead on the first-lien and Morgan Stanley left lead on the second-lien.

Closing is expected in the third quarter, subject to HSR approval and other customary conditions.

Burger King on deck

Burger King scheduled a bank meeting for Monday to launch its $7.25 billion senior secured credit facility that consists of a $500 million revolver and a $6.75 billion covenant-light term loan B, according to a market source.

In addition, talk on the term loan B came out at Libor plus 350 bps with a 1% Libor floor, an original issue discount of 99 to 99½ and 101 soft call protection for six months, the source said.

J.P. Morgan Securities LLC and Wells Fargo Securities LLC are leading the deal that will be used with $2.25 billion of senior secured second-lien notes and a commitment from Berkshire Hathaway for $3 billion of preferred equity financing to fund the acquisition of Tim Hortons Inc. for C$65.50 in cash and 0.8025 common shares of the new company per Tim Hortons share.

The new company will have about 5 times leverage through the bank and bond debt.

Closing is expected late this year or early next year, subject to approval of Tim Hortons shareholders and receipt of certain antitrust and regulatory approvals in Canada and the United States.

Burger King is a Miami-based fast food hamburger chain. Tim Hortons is an Oakville, Ont.-based restaurant chain. The combined company will be based in Canada.

Flavors joins calendar

Flavors Holdings emerged with plans to hold a bank meeting at 10 a.m. ET in New York on Friday to launch a $490 million credit facility, according to a market source.

The facility consists of a $50 million revolver, a $365 million six-year first-lien term loan with 101 soft call protection for one year, and a $75 million seven-year second-lien term loan with call protection of 103 in year one, 102 in year two and 101 in year three, the source said.

Commitments are due on Sept. 26.

Credit Suisse Securities (USA) LLC, Jefferies Finance LLC, Deutsche Bank Securities Inc. and PNC Capital Markets are leading the deal that will be used to fund the acquisition of Merisant Co., a producer of low-calorie tabletop sweeteners, by Mafco Worldwide, a Camden, N.J.-based manufacturer of licorice extract and related derivatives for use as flavoring and moistening agents.

White Birch coming soon

White Birch Paper scheduled a bank meeting for 11 a.m. ET in New York on Friday to launch a $185 million six-year first-lien covenant-light term loan (B2/B+) that is talked at Libor plus 600 bps with a 1% Libor floor, an original issue discount of 99 and call protection of 102 in year one and 101 in year two, according to a market source.

Commitments are due on Sept. 26, the source said.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to refinance existing debt.

White Birch Paper is a Greenwich, Conn.-based manufacturer of newsprint, directory paper and paperboard.

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