American Rock Salt, Protective Industrial break; Proofpoint accelerates loan deadline

By Sara Rosenberg

New York, June 4 – American Rock Salt Co. LLC’s first-lien term loan B made its way into the secondary market on Friday and was trading above its original issue discount, and Protective Industrial Products Inc.’s incremental term loan B freed up as well.

Meanwhile in the primary market, Proofpoint Inc. accelerated the commitment deadline for its first-lien term loan B, and Fairbanks Morse Defense and MaxLinear Inc. released price talk with launch.

Also, Quikrete Holdings Inc., Orbcomm Inc., Culligan (Osmosis Debt Merger Sub Inc.), ICON plc, Artera Services LLC and Hertz Corp. joined the near-term primary calendar.

American Rock frees up

American Rock Salt’s $485 million covenant-lite first-lien term loan B broke for trading on Friday, with levels quoted at par bid, par ½ offered, according to a market source.

Pricing on the first-lien term loan is Libor plus 400 basis points with a 0.75% Libor floor, and it was sold at an original issue discount of 99.75. The debt has 101 soft call protection for six months.

The company is also getting a $115 million privately placed second-lien term loan.

During syndication, the first-lien term loan was upsized from $470 million and the discount was tightened from 99.5, and the second-lien term loan was upsized from $100 million.

Citizens Bank is leading the deal that will be used to refinance existing debt and fund a distribution to shareholders.

American Rock Salt is a Mount Morris, N.Y.-based producer of de-icing salt.

Protective Industrial breaks

Protective Industrial Products’ fungible $135 million incremental term loan B surfaced in the secondary market too, with levels quoted at 99¾ bid, par ¼ offered, a market source said.

Pricing on the incremental term loan is Libor plus 400 bps with a 0.75% Libor floor, in line with pricing on the company’s existing term loan B, and the new debt was sold at an original issue discount of 99.75. The incremental term loan and the existing term loan are getting 101 soft call protection for six months.

During syndication, the discount on the incremental term loan firmed at the tight end of the 99.5 to 99.75 talk.

Antares Capital, Citizens Bank and Bank of Ireland are leading the deal that will be used to fund a $171 million acquisition.

Pro forma for the transaction, the term loan B will total $570 million.

Odyssey Investment Partners is the sponsor.

Protective Industrial Products is a Latham, N.Y.-based provider of personal protective equipment and industrial safety products.

Proofpoint tweaks timing

Moving to the primary market, Proofpoint moved up the commitment deadline for its $2.6 billion seven-year first-lien term loan B (B-/BB-) to noon ET on Wednesday from June 15, a market source remarked.

Talk on the first-lien term loan B is Libor plus 350 bps to 375 bps with a 0.5% Libor floor, an original issue discount of 99, 101 soft call protection for six months, and a ticking fee of half the margin from days 61 to 90 and the full margin thereafter.

Goldman Sachs Bank USA, Macquarie Capital (USA) Inc., BofA Securities Inc., RBC Capital Markets, Barclays, HSBC Securities (USA) Inc., Jefferies LLC, UBS Investment Bank, Antares Capital, Ares, BMO Capital Markets, Golub, Mizuho, KKR Capital Markets, Stone Point and Thoma Bravo Credit are leading the deal.

The company is also getting an $800 million privately placed second-lien term loan.

Proceeds will be used to help fund the buyout of the Sunnyvale, Calif.-based cybersecurity and compliance company by Thoma Bravo for $176.00 per share in cash in a transaction that is valued at $12.3 billion.

Closing is expected in the third quarter, subject to customary conditions, including approval by Proofpoint shareholders and receipt of regulatory approvals.

Fairbanks Morse guidance

Fairbanks Morse Defense held its bank meeting on Friday morning and announced price talk on its $510 million seven-year senior secured first-lien term loan (B2/B) and $155 million eight-year second-lien term loan (Caa2/CCC+), according to a market source.

Talk on the first-lien term loan is Libor plus 475 bps with a 0.75% Libor floor and an original issue discount of 99, and talk on the second-lien term loan is Libor plus 825 bps with a 0.75% Libor floor and a discount of 98.5, the source said.

The first-lien term loan has 101 soft call protection for six months, and the second-lien term loan has hard call protection of 102 in year one and 101 in year two.

The company’s $740 million of credit facilities also include a $75 million five-year revolver (B2/B).

Commitments are due at 4 p.m. ET on June 17, the source added.

Jefferies LLC, BMO Capital Markets and UBS Investment Bank are leading the deal that will be used to refinance existing debt and fund a distribution to shareholders.

Fairbanks Morse Defense is a Beloit, Wis.-based provider of propulsion systems, ancillary power, motors and controllers for the U.S. Navy and U.S. Coast Guard, and provider of associated parts and maintenance services.

MaxLinear sets talk

MaxLinear came out with price talk of Libor plus 250 bps with a 0.5% Libor floor and an original issue discount of 99.5 on its $350 million seven-year covenant-lite term loan B (BB-) that launched with a call in the morning, a market source said.

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

Commitments are due at 3 p.m. ET on June 17.

Wells Fargo Securities LLC, MUFG, BMO Capital Markets and Citizens Bank are leading the deal, which will be used to repay a term loan A due 2023 and a term loan B due 2024.

The company also plans on getting a new $100 million revolver due 2026.

MaxLinear is a Carlsbad, Calif.-based provider of integrated, radio-frequency analog, and mixed-signal semiconductor solutions for broadband communications applications.

Quikrete on deck

Quikrete, an Atlanta-based buildings materials company, will hold a lender call at 1 p.m. ET on Monday to launch its $1.5 billion seven-year incremental covenant-lite term loan B, according to a market source.

The incremental term loan has 101 soft call protection for six months and a ticking fee of half the margin from days 31 to 60 and the full margin plus Libor thereafter, the source said.

Commitments are due at 5 p.m. ET on Thursday.

Wells Fargo Securities LLC is leading the deal that will be used to help fund the acquisition of Forterra Inc., an Irving, Tex.-based manufacturer of water and drainage infrastructure pipe and products, for $24.00 per share in an all-cash transaction valued at $2.74 billion, including outstanding debt.

The company originally came to market with this incremental term loan in April but the deal was pulled later that month, with plans to return at a later date. At that time, talk on the incremental term loan was Libor plus 275 bps with a 0% Libor floor, an original issue discount of 99 to 99.5, 101 soft call protection for six months, and a ticking fee of half the margin from days 46 to 90 and the full margin plus Libor thereafter.

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

Orbcomm coming soon

Orbcomm scheduled a lender call for noon ET on Monday to launch its previously announced $360 million seven-year covenant-lite first-lien term loan (B), a market source remarked.

The term loan has 101 soft call protection for six months, the source said.

Commitments are due at 5 p.m. ET on June 17.

Based on the commitment letter, the company is also expected to get a $50 million revolver (B).

Credit Suisse Securities (USA) LLC, Jefferies LLC, Truist and Citizens Bank are leading the deal that will be used with $796.6 million of equity to fund the buyout of the company by GI Partners for $11.50 in cash per outstanding share of common stock. The transaction is valued at $1.1 billion, including net debt.

Closing is expected in the second half of the year, subject to customary conditions, including approval by stockholders and the receipt of required regulatory approvals.

Orbcomm is a Rochelle Park, N.J.-based provider of Internet of Things (IoT) solutions.

Culligan readies deal

Culligan set a lender call for 11 a.m. ET on Monday to launch $2.475 billion of senior secured credit facilities, according to a market source.

The facilities consist of a $225 million revolver, a $2 billion first-lien term loan B and a $250 million delayed-draw term loan, the source said.

Morgan Stanley Senior Funding Inc. is the left lead on the deal that will be used to fund the acquisition of a majority interest in the company by BDT Capital Partners LLC from Advent International and Centerbridge Partners LP. Advent will reinvest to acquire a minority stake in the business.

Culligan is a Rosemont, Ill.-based provider of water treatment products and services.

ICON plans call

ICON will hold a lender call at 10:30 a.m. ET on Tuesday to launch a new U.S. term loan B (Ba1), a market source said.

Citigroup Global Markets Inc. is leading the deal that will be used with cash on hand to fund the acquisition of PRA Health Sciences Inc. for $80 in cash and 0.4125 shares of ICON stock and refinance existing debt. The transaction is valued at about $12 billion.

A company presentation outlined the expected debt financing for the transaction as a $4 billion term loan and $2 billion of other secured debt.

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

ICON is a Dublin-based provider of outsourced drug and device development and commercialization services. PRA is a Raleigh, N.C.-based contract research organization.

Artera sets meeting

Artera Services scheduled a bank meeting for Wednesday to launch its previously announced $775 million incremental first-lien term loan, according to a market source.

UBS Investment Bank, BofA Securities Inc. and BNP Paribas Securities Corp. are leading the deal that will be used to fund the acquisitions of Feeney Utility Services Group, a Boston-based provider of maintenance, repair and upgrade services to natural gas utilities, and K.R. Swerdfeger Construction, a Pueblo West, Colo.-based heavy civil contractor.

Artera, a portfolio company of Clayton Dubilier & Rice, is an Atlanta-based provider of integrated infrastructure services to the natural gas and electric utility industries.

Hertz on deck

Hertz set a lender call for 11 a.m. ET on Monday to launch up to $1.65 billion of senior secured term loans, a market source remarked.

The debt consists of a $1.3 billion seven-year first-lien term loan B and an up to $350 million seven-year first-lien term loan C, the source added.

Both term loans have 101 soft call protection for six months.

Barclays is the left lead on the deal that will be used to help fund the company’s plan of reorganization.

Hertz is an Estero, Fla.-based car rental company.

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