LifePoint, MKS, Hilton, Gates, Spring Education, Bombardier, Prometric, WhiteWater break

By Sara Rosenberg

New York, Sept. 29 – LifePoint Health Inc. reduced the size of its term loan B, firmed the spread at the wide side of guidance and made some changes to documentation, MKS Instruments Inc. set the original issue discount on its term loan B at the high end of talk, and Hilton Grand Vacations Borrower LLC firmed pricing on its term loan B at the wide end of guidance, and then all of these deals freed to trade on Friday.

Also, before breaking for trading, Gates Global finalized pricing on its term loan B-4 at the low end of talk, Spring Education Group set the spread on its term loan B at the low end of guidance, added a pricing step-down and revised the original issue discount, and Bombardier Recreational Products Inc. (BRP Inc.) finalized pricing on its term loan B-3 at the high end of talk.

Other deals to make their way into the secondary market during the session included Prometric Holdings Inc. and WhiteWater Whistler Holdings LLC.

In more happenings, The Knot downsized its term loan B and set the spread at the high end of guidance, Patriot Rail moved up the commitment deadline for its add-on term loan B, and Ineos Enterprises Holdings Ltd. joined the near-term primary calendar.

LifePoint revised

LifePoint scaled back its senior secured covenant-lite term loan B due November 2028 to $1.85 billion from $2 billion, finalized pricing at SOFR plus 550 basis points, the high end of the SOFR plus 525 bps to 550 bps talk, and added J-Crew, Serta and Chewy protections to the credit agreement, according to a market source.

The term loan still has a 0% floor, an original issue discount of 97 and 101 soft call protection for six months.

Prior to the changes emerging, the company had extended the commitment deadline on the term loan to 2 p.m. ET on Friday. The original deadline had been noon ET on Sept. 28.

Citigroup Global Markets Inc., Barclays, RBC Capital Markets, Goldman Sachs Bank USA, JPMorgan Chase Bank, Morgan Stanley Senior Funding Inc., Capital One, Wells Fargo Securities LLC, Deutsche Bank Securities Inc., BofA Securities Inc., Truist Securities, Mizuho, BMO Capital Markets, SWS and Regions Bank are leading the deal.

LifePoint breaks

Late Friday, LifePoint’s term loan B freed to trade, with levels quoted at 97 bid, 97¾ offered, a trader added.

The term loan will be used with $1.1 billion of senior secured notes, upsized from $1 billion, and cash on hand to refinance/extend an existing term loan by three years.

Closing is expected during the week of Oct. 9.

LifePoint is a Brentwood, Tenn.-based operator of general acute care hospitals, community hospitals, regional health systems, physician practices, outpatient centers and post-acute care facilities.

MKS OID set, trades

MKS Instruments finalized the original issue discount on its $3.573 billion term loan B due August 2029 at 99.75, the wide end of the 99.75 to par talk, a market source remarked.

Pricing on the term loan remained at SOFR plus 250 bps with a 0.5% floor, and the debt still has 101 soft call protection for six months.

During market hours, the term loan hit the secondary market, with levels quoted at 99¾ bid, par offered, another source added.

JPMorgan Chase Bank is leading the deal that will be used to reprice an existing term loan B down from SOFR+CSA plus 275 bps with a 0.5% floor.

MKS is an Andover, Mass.-based provider of technology solutions to semiconductor manufacturing, electronics and packaging, and specialty industrial applications.

Hilton Grand updated, frees

Hilton Grand Vacations Borrower LLC firmed pricing on its $1.277 billion term B (Ba1/BBB-/BBB-) due Aug. 2, 2028 at SOFR plus 275 bps, the high end of the SOFR plus 250 bps to 275 bps talk, according to a market source.

As before, the term loan has a 0% floor, ARRC CSA of 11.448 bps one-month rate, 26.161 bps three-month rate and 42.826 bps six-month rate, a par issue price and 101 soft call protection for six months.

The term loan began trading in the afternoon, with levels quoted at par bid, par ¼ offered, another source added.

BofA Securities Inc., Barclays, Deutsche Bank Securities Inc., JPMorgan Chase Bank, MUFG, Wells Fargo Securities LLC, Goldman Sachs Bank USA, Citizens Bank, Regions Bank, Truist Securities, CIBC, Fifth Third and HSBC Securities (USA) Inc. are leading the deal that will be used to reprice an existing term loan B due 2028 down from SOFR plus 300 bps with a 0.5% floor.

Hilton Grand Vacations is an Orlando, Fla.-based timeshare company.

Gates finalized, trades

Gates Global set the spread on its $570.6 million senior secured term loan B-4 (Ba3/B+) due November 2029 at SOFR plus 300 bps, the low end of the SOFR plus 300 bps to 325 bps talk, a market source said.

The term loan still has a 0.5% floor, a par issue price and 101 soft call protection for six months.

During the session, the term loan broke for trading, with levels quoted at par bid, par 3/8 offered, a trader added.

Citigroup Global Markets Inc., Goldman Sachs Bank USA and Morgan Stanley Senior Funding Inc. are leading the deal. Credit Suisse is the administrative agent.

The term loan will be used to reprice an existing term loan down from SOFR plus 350 bps with a 0.5% floor.

Closing is expected during the week of Oct. 2.

Gates Global is a Denver-based manufacturer of application-specific fluid power and power transmission solutions.

Spring tweaked, breaks

Spring Education firmed pricing on its $850 million seven-year term loan B at SOFR plus 450 bps, the low end of the SOFR plus 450 bps to 475 bps talk, added a 25 bps step-down tied to total net opco leverage and moved the original issue discount to 98.75 from 98.5, according to a market source.

As before, the term loan has a 0% floor and 101 soft call protection for six months.

The company’s $950 million of credit facilities (B2/B-) also include a $100 million five-year revolver.

Recommitments were due at 10 a.m. ET on Friday and the term loan freed up in the afternoon, with levels quoted at 99 1/8 bid, 99 5/8 offered, another source added.

Macquarie Capital (USA) Inc. and Goldman Sachs Bank USA are leading the deal that will be used to refinance existing credit facilities, including a $611 million first-lien term loan currently priced at SOFR+CSA plus 400 bps and a $225 million second-lien term loan priced at SOFR+CSA plus 825 bps. The CSA on the existing term loans is ARRC standard of 11.448 bps one-month rate, 26.161 bps three-month rate and 42.826 bps six-month rate.

Spring Education is a Campbell, Calif.-based provider of pre-K through 12th grade education.

Bombardier firmed, frees

Bombardier Recreational Products set pricing on its $496.25 million term loan B-3 due Dec. 13, 2029 at SOFR plus 275 bps, the high end of the SOFR plus 250 bps to 275 bps talk, a market source remarked.

The term loan still has a 0.5% floor, a par issue price and 101 soft call protection for six months.

In the afternoon, the term loan B-3 surfaced in the secondary market, with levels quoted at par bid, par 3/8 offered, a trader added.

BMO Capital Markets, RBC Capital Markets and TD Securities (USA) LLC are leading the deal that will be used to reprice an existing term loan.

Bombardier is a Valcourt, Quebec-based manufacturer and seller of recreational products.

WhiteWater starts trading

WhiteWater Whistler’s $500 million senior secured term loan B (Ba2/BB+) due Feb. 15, 2030 also emerged in the secondary market, with levels quoted at par bid, par 3/8 offered, a market source said.

Pricing on the term loan is SOFR plus 275 bps with a 0% floor and it was issued at par. The loan has 101 soft call protection for six months.

Barclays is leading the deal that will be used to reprice an existing term loan due February 2030 down from SOFR plus 325 bps with a 25 bps step-down at 5.5x proportionate consolidated total net leverage and a 0% floor.

WhiteWater is an owner-operated Gulf Coast natural gas pipeline with direct connection to LNG demand and includes the Whistler Pipeline system, a 70% interest in ADCC Pipeline LLC, and a 50% interest in Waha Gas Storage LLC.

Prometric hits secondary

Prometric’s $572 million first-lien term loan (B2/B-) due Jan. 29, 2028 broke as well, with levels quoted at 97½ bid, 98 offered, according to a market source.

Pricing on the term loan is SOFR plus 525 bps with a 0.5% floor and it was sold at an original issue discount of 97. The debt has 101 soft call protection for six months.

Barclays, Deutsche Bank Securities Inc., Morgan Stanley Senior Funding Inc. and Nomura are leading the deal that will be used to amend and extend the company’s existing first-lien term loan due January 2025 and to pay related fees and expenses.

Prometric is a provider of technology-enabled testing and assessment services.

AssuredPartners holds steady

AssuredPartners Inc.’s $896.25 million senior secured covenant-lite first-lien term loan B-4 (B2/B) due Feb. 13, 2027 was quoted at par bid, par 3/8 offered on Friday, in line with where it broke for trading on Thursday night, a trader remarked.

Pricing on the term loan, which is split between a fungible $400 million incremental term loan B-4 and a $496.25 million repriced term loan B-4, is SOFR plus 375 bps with a 0.5% floor and it was issued at par. The debt has 101 soft call protection for six months.

During syndication, the issue price on the incremental piece was revised from 99.75.

Morgan Stanley Senior Funding Inc., BofA Securities Inc., Barclays, JPMorgan Chase Bank, BMO Capital Markets, Goldman Sachs Bank USA, RBC Capital Markets, Deutsche Bank Securities Inc., Mizuho, Credit Suisse Securities (USA) LLC, Macquarie Capital (USA) Inc. and ING are bookrunners on the incremental loan. Morgan Stanley is sole bookrunner on the repricing. BofA Securities Inc. is the agent.

The incremental term loan will be used to fund acquisitions under letters of intent and for general corporate purposes, and the repricing will take the existing term loan down from SOFR plus 425 bps with a 0.5% floor.

Closing is expected during the week of Oct. 2.

AssuredPartners is a Lake Mary, Fla.-based insurance brokerage firm.

The Knot reworked

The Knot trimmed its term loan B due January 2028 to $675 million from $765 million and firmed pricing at SOFR plus 450 bps, the high end of the SOFR plus 425 bps to 450 bps talk, according to a market source.

The term loan still has a 0% floor, an original issue discount of 99.5 and 101 soft call protection for six months.

JPMorgan Chase Bank is leading the deal that will be used to extend an existing $605 million term loan due December 2025 and to fund a dividend.

The Knot is a multiplatform wedding resource.

Patriot Rail accelerated

Patriot Rail changed the commitment deadline for its fungible $100 million add-on term loan B due Oct. 18, 2026 to noon ET on Monday from 5 p.m. ET on Monday, a market source said.

Pricing on the add-on term loan is SOFR+CSA plus 400 bps with a 0.25% floor, in line with existing term loan B pricing, and the new debt is talked with an original issue discount of 99.27. CSA is ARRC standard 11.448 bps one-month rate, 26.161 bps three-month rate and 42.826 bps six-month rate.

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

RBC Capital Markets is leading the deal that will be used for general corporate purposes and to fund a dividend.

Pro forma for the transaction, the term loan B will total about $395 million.

Patriot Rail is a Jacksonville, Fla.-based owner of a portfolio of short-line railroads, port terminals and related infrastructure assets, providing transportation and logistics solutions.

Ineos on deck

Ineos Enterprises set a lender call for 10 a.m. ET on Monday to launch a fungible €645 million equivalent U.S. and euro senior secured add-on term loan B due July 7, 2030, according to a market source. The U.S. and euro tranche sizes are still to be determined.

Like the existing term loans, the U.S. add-on term loan is priced at SOFR+10 bps CSA plus 375 bps with a 0% floor and pricing o the euro add-on term loan is priced at Euribor plus 400 bps with a 0% floor.

Commitments are due at 5 p.m. ET on Thursday for the U.S. term loan and at noon ET on Thursday for the euro term loan, the source added.

Barclays is the sole bookrunner on the add-on U.S. term loan. Barclays, MUFG and NatWest Markets are joint physical bookrunners on the euro add-on term loan. Barclays is the administrative agent.

The new debt will be used to refinancing all of the company’s existing term loan A and euro term loan B debt due 2026, and to pay transaction fees and expenses.

Ineos Enterprises is a London-based specialty and commodity chemical producer.

Vertex allocates

Vertex Aerospace Services Corp. allocated on Friday its $913 million term loan B (B1/B+) due Dec. 6, 2028, a market source said.

Pricing on the term loan is SOFR+10 bps CSA plus 325 bps with a 0.75% floor and it was sold at an original issue discount of 99.875. The debt has 101 soft call protection for six months.

During syndication, pricing on the term loan was increased from SOFR plus 300 bps and a 25 bps step-up at more than 3.75x first-lien net leverage was removed.

RBC Capital Markets is leading the deal that will be used to reprice an existing $913 million term loan B due Dec. 6, 2028 down from SOFR+10 bps CSA plus 350 bps with a step-up to SOFR+10 bps CSA plus 375 bps at more than 3.75x first-lien net leverage and a 0.75% floor.

Vertex is a McLean, Va.-based provider of solutions across the operations and logistics, aerospace, training, and technology markets to national security, defense, civilian and international clients.

Loan indices slide

In other news, IHS Markit’s iBoxx loan indices were weaker on Thursday, with the Leveraged Loan indexes (MiLLi) closing out the day down 0.05% and the Liquid Leveraged Loan indices (LLLi) closing out the day down 0.10%.

Month to date, the MiLLi is up 0.85% and year to date it is up 9.79%, and the LLLi is up 0.57% month to date and up 9.03% year to date.

Average secondary market bids in the U.S. on Thursday were 93.06, down 0.02% from the previous day and up 1.3% year to date.

According to the IHS Markit data, some of the top advancers on Thursday were Virgin Pulse’s April 2021 covenant-lite term loan at 99.75, up from 95.42, Venator’s June 2017 covenant-lite term loan B at 46.25, up from 44.38, and Weight Watchers’ April 2021 covenant-lite term loan at 76.33, up from 75.

Some top decliners on Thursday were Strategic Materials’ November 2017 covenant-lite term loan at 62.5, down from 69.11, Avison Young’s January 2019 covenant-lite term loan at 37.38, down from 39.29, and Lucky Bucks’ July 2021 covenant-lite term loan at 26.67, down from 27.88.

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