Arch Coal, Amaya Holdings, Affinity Gaming free to trade; Pike, Aspen Dental revise deals

By Sara Rosenberg

New York, Feb. 28 – Arch Coal Inc.’s term loan B broke for trading on Tuesday above its original issue discount, and deals from Amaya Holdings BV and Affinity Gaming emerged in the secondary market as well.

Meanwhile, in the primary market, Pike Corp. modified spreads and original issue discounts on its first-and second-lien term loans, and Aspen Dental (ADMI Corp.) trimmed pricing on its add-on term loan B and added plans to reprice its existing term loan B.

Also, CBS Radio Inc., Internet Brands Inc. and Equinox Holdings Inc. accelerated the commitment deadlines on their term loans, and Cyxtera Technologies Inc. (Colorado Buyer Inc.) released further details on its loan transaction with launch.

In addition, Hilton Worldwide Finance LLC, Ineos Styrolution Group GmbH, Arctic Glacier LLC, Resolute Investment Managers and Safe-Guard Products International jumped onto this week’s new issue calendar.

Arch Coal tops OID

Arch Coal’s $300 million seven-year covenant-light first-lien term loan B began trading on Tuesday, with levels quoted at par bid, par ½ offered, according to a market source.

Pricing on the term loan is Libor plus 400 basis points with a 1% Libor floor, and it was sold at an original issue discount of 99.5. The debt has 101 soft call protection for six months.

Last week, the term loan was upsized from $250 million, pricing was reduced from Libor plus 450 bps and the discount was tightened from 99.

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

Arch Coal is a St. Louis-based coal producer.

Amaya hits secondary

Amaya Holdings’ $1,915,000,000 covenant-light term loan B due August 2021 was another deal to break, with levels quoted at par ¼ bid, par ½ offered, a trader remarked.

Pricing on the term loan is Libor plus 350 bps with a 1% Libor floor, and it was issued at par. The debt has 101 soft call protection for six months.

The company is also getting a €386 million covenant-light term loan B due August 2021 priced at Euribor plus 375 bps with a 0% floor and issued at par. This tranche has 101 soft call protection for six months too.

On Monday, the U.S. term loan was downsized from $2,021,000,000 as the euro term loan was upsized from €286 million.

Deutsche Bank Securities Inc., Barclays and Macquarie Capital (USA) Inc. are leading the deal that will be used to reprice an existing U.S. term loan down from Libor plus 400 bps with a 1% Libor floor and an existing euro term loan down from Euribor plus 425 bps with a 1% floor.

Amaya amending

In addition to the repricings, Amaya is amending its credit agreement to waive the 2016 and 2017 excess cash flow sweep payments.

Furthermore, the amendment will tighten the permitted holders definition in the event of a change of control – a provision that was added to the transaction on Monday. The company will report that the full amount of the 2016 excess cash flow payment will be used to pay down the deferred payment by May 15.

Lenders were offered a 15 bps amendment fee.

Amaya is a Pointe-Claire, Quebec-based poker operator and public online real money gaming company.

Affinity starts trading

Affinity Gaming’s $50 million add-on second-lien term loan (Caa1) freed to trade, with levels seen at 101 bid, 101¾ offered, a market source remarked.

Pricing on the add-on matches existing second-lien term loan pricing at Libor plus 825 bps with a 1% Libor floor, and the new debt was issued at par.

Citizens Bank is leading the deal that will be used to repay revolver borrowings and to add cash to the balance sheet.

Affinity Gaming is a Las Vegas-based diversified casino gaming company.

Pike flexes lower

Moving to the primary market, Pike reduced pricing on its $490 million seven-year covenant-light first-lien term loan (B1/B) to Libor plus 375 bps from Libor plus 425 bps and changed the original issue discount to 99.5 from 99, while leaving the 1% Libor floor and 101 soft call protection for six months intact, a market source said.

Additionally, the company trimmed pricing on its $130 million 7.5-year covenant-light second-lien term loan (Caa1/CCC+) to Libor plus 800 bps from Libor plus 850 bps and moved the discount to 99 from 98, the source continued. This tranche still has a 1% Libor floor and hard call protection of 102 in year one and 101 in year two.

The company’s $720 million senior secured facility also includes a $100 million five-year revolver (B1/B).

Commitments are due at 5 p.m. ET on Wednesday, accelerated from Thursday, the source added.

Morgan Stanley Senior Funding Inc., KeyBanc Capital Markets Inc. and SunTrust Robinson Humphrey Inc. are leading the deal that will be used by chief executive officer Eric Pike, Global Partnership Investing, ClearSky and NextEra to buy out the current sponsor, Court Square Capital Partners, and refinance existing bank debt.

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

Aspen Dental revised

Aspen Dental cut pricing on its fungible $175 million add-on term loan B due April 30, 2022 to Libor plus 375 bps from Libor plus 425 bps and, as a result, is now seeking a repricing of its existing term loan B to Libor plus 375 bps from Libor plus 425 bps, according to a market source.

The term loan B debt still has a 25 bps step-down at less than 3.15 times first-lien net leverage, a 1% Libor floor, original issue discount of 99.75 to par on the new money and 101 soft call protection for six months.

Old money is offered at par, the source said.

Including the add-on, the term loan B will total $619 million.

RBC Capital Markets LLC is leading the deal.

The add-on loan will be used to fund a dividend.

As before, existing lenders are being offered a 25 bps amendment fee with this transaction.

Commitments/consents are due at noon ET on Friday, extended from noon ET on March 2.

Aspen Dental, an American Securities portfolio company, is an East Syracuse, N.Y.-based dental support organization.

CBS Radio moves deadline

CBS Radio accelerated the commitment deadline on its $500 million seven-year senior secured term loan B (Ba3/BB-) to end of day on Wednesday from 3 p.m. ET on Thursday, a source said.

Talk on the term loan is Libor plus 300 bps to 325 bps with a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months.

The debt has a ticking fee of half the spread from days 31 to 60 and the full spread thereafter.

Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc., Credit Suisse Securities (USA) LLC, Bank of America Merrill Lynch, Wells Fargo Securities LLC, J.P. Morgan Securities LLC, Citigroup Global Markets Inc. and Deutsche Bank Securities Inc. are leading the deal.

CBS merging with Entercom

CBS Radio’s term loan is being done in connection with its merger with Entercom Communications Corp., under which CBS Radio shareholders will receive about 105 million Entercom shares, or 72% of all outstanding shares of the combined company on a fully diluted basis, and Entercom shareholders will own 28% of the combined company on a fully diluted basis.

Proceeds from the term loan will be used to refinance Entercom’s existing $465 million term loan B and to pay down $28 million of Entercom’s convertible preferreds.

Closing is expected in the second half of this year, subject to approval by Entercom shareholders, regulatory approvals and other customary conditions.

The combined radio broadcasting company will be known as Entercom and will be based in Philadelphia.

Internet Brands accelerated

Internet Brands moved up the commitment deadline on its $300 million covenant-light incremental first-lien term loan due July 2021 to 5 p.m. ET on Wednesday from 5 p.m. ET on Friday, a market source remarked.

The incremental loan, which includes a $100 million delayed-draw tranche, is talked at Libor plus 375 bps with a leverage-based step-up to Libor plus 400 bps and a 1% Libor floor, in line existing first-lien term loan pricing, and an original issue discount talk of 99 to 99.5.

There is a ticking fee of the full spread plus the floor from days 31 to 180 and it will fund into escrow thereafter, and 101 soft call protection for six months.

Credit Suisse Securities (USA) LLC, KKR Capital Markets LLC, RBC Capital Markets LLC, Mizuho Bank Ltd. and Sumitomo Mitsui Bank Corp. are leading the deal that will be used to fund cash to the balance sheet for future acquisitions.

The borrowers are MH Sub I LLC and Micro Holding Corp.

Internet Brands is an El Segundo, Calif.-based provider of vertically focused online media and software services.

Equinox shutting early

Equinox Holdings accelerated the commitment deadline on its $1.15 billion credit facility to noon Thursday from noon Friday, according to a market source.

The facility consists of a $150 million five-year revolver (B1/B+), an $800 million seven-year covenant-light first-lien term loan (B1/B+) and a $200 million eight-year covenant-light second-lien term loan (Caa1/CCC+).

The first-lien term loan is talked at Libor plus 350 bps with a 1% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, and the second-lien term loan is talked at Libor plus 750 bps with a 1% Libor floor, a discount of 99 and hard call protection of 102 in year one and 101 in year two.

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

Proceeds will be used to refinance an existing credit facility.

Equinox is a New York-based exercise and fitness company.

Cyxtera details emerge

Also in the primary market, Cyxtera Technologies held its bank meeting on Tuesday, and with the event tranching and pricing details were released on its proposed $1,275,000,000 credit facility, according to a market source.

The facility consists of a $150 million five-year revolver (Ba3/B+), an $815 million seven-year covenant-light first-lien term loan (Ba3/B+) and a $310 million eight-year covenant-light second-lien term loan (B3/CCC+).

Talk on the first-lien term loan is Libor plus 350 bps to 375 bps with a 1% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, and talk on the second-lien term loan is Libor plus 750 bps to 775 bps with a 1% Libor floor, a discount of 99 and hard call protection of 102 in year one and 101 in year two, the source said. The second-lien loan is callable at 101 in the first year in the event U.S. tax code eliminates tax deductibility of interest for federal income tax.

There is a ticking fee of 50% of the drawn spread from days 46 to 60 and the full spread plus the greater of Libor/floor thereafter, the source continued.

Cyxtera lead banks

Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Barclays, Credit Suisse Securities (USA) LLC, Jefferies Finance LLC, HSBC Securities (USA) Inc., Macquarie Capital (USA) Inc. and Citizens are leading Cyxtera’s credit facility, with Citi left lead on the first-lien debt and JPMorgan left lead on the second-lien debt.

Commitments are due at 5 p.m. ET on March 14, the source added.

The credit facility will be used to help fund the acquisition of 57 data centers from CenturyLink Inc. by a joint venture being formed by BC Partners and Medina Capital, along with Longview Asset Management, and combination of the data centers with Medina Capital’s security and data analytics portfolio.

The CenturyLink data centers are being purchased for $2.15 billion in cash, subject to offsets for capital lease obligations and various working capital and other adjustments, and CenturyLink will receive a minority stake to be valued at $150 million in the consortium’s newly formed global secure infrastructure company.

Closing on the data centers acquisition is expected early in the second quarter, subject to regulatory approvals and other customary conditions.

Hilton plans loan

Hilton Worldwide set a lender call for 9:30 a.m. ET on Wednesday to launch a $3,959,000,000 covenant-light term loan B-2 due October 2023 talked at Libor plus 200 bps to 225 bps with a 0% Libor floor, according to a market source.

Deutsche Bank Securities Inc. and Goldman Sachs Bank USA are leading the deal that will be used to reprice an existing $3,209,000,000 term loan B-2 from Libor plus 250 bps with a 0% Libor floor and to extend/refinance a $750 million term loan B-1.

Existing term loan B-1 lenders are being offered a 12.5 bps extension fee, the source added.

Hilton is a McLean, Va.-based hospitality company.

Ineos Styrolution on deck

Ineos Styrolution scheduled a global lender call for 9 a.m. ET on Wednesday to launch a $419 million term loan B due 2024 and a €623 million term loan B due 2024, according to a market source.

Credit Suisse Securities (USA) LLC and J.P. Morgan Securities LLC are leading the deal that will be used to refinance and extend an existing $419 million term loan B and an existing €623 million term loan B, with Credit Suisse the left lead on the U.S. loan and JPMorgan the left lead on the euro loan.

Ineos Styrolution is a Frankfurt, Germany-based styrenics supplier with a focus on styrene monomer, polystyrene, ABS Standard and styrenic specialties.

Arctic Glacier readies deal

Arctic Glacier set a bank meeting for 10 a.m. ET in New York on Wednesday to launch a $475 million credit facility (B2), a market source said.

The facility consists of a $60 million revolver and a $415 million seven-year covenant-light first-lien term loan that includes a 1% Libor floor and 101 soft call protection for six months, the source added.

Commitments are due at 5 p.m. ET on March 15.

Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc. and Societe Generale are leading the deal that will be used to help fund the buyout of the company by The Carlyle Group.

Arctic Glacier is a Winnipeg-based manufacturer and distributor of packaged ice.

Resolute joins calendar

Resolute Investment Managers scheduled a lender call for 11 a.m. ET on Thursday to launch a fungible $75 million add-on first-lien term loan, a market source remarked.

Commitments are due on March 14, the source added.

RBC Capital Markets and Barclays are leading the deal that will be used to help fund the acquisition of a controlling interest of Shapiro Capital Management LLC.

Resolute Investment, formerly known as American Beacon Advisors Inc., is an Irving, Texas-based provider of investment advisory services to institutional and retail markets. Shapiro is an Atlanta-based investment adviser.

Safe-Guard coming soon

Safe-Guard Products will hold a bank meeting at 10:30 a.m. ET in New York on Thursday to launch a new senior secured credit facility, according to a market source.

UBS Investment Bank is leading the deal.

Safe-Guard is an Atlanta-based specialty insurance company.

Lionbridge closes

In other news, the buyout of Lionbridge Technologies Inc. by H.I.G. Capital LLC for $5.75 per share in cash has been completed, according to a news release.

To help fund the transaction, Lionbridge got a new $335 million senior secured credit facility consisting of a $50 million revolver (Ba3/B), a $210 million seven-year first-lien term loan (Ba3/B) and a $75 million eight-year second-lien term loan (Caa1/CCC+).

Pricing on the first-lien term loan is Libor plus 550 bps with a 1% Libor floor, and it was sold at an original issue discount of 99.5. The debt has 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 975 bps with a 1% Libor floor, and was issued at a discount of 98. This tranche has call protection of 103 in year one, 102 in year two and 101 in year three.

During syndication, the first-lien term loan was upsized from $200 million and the discount was tightened from 99, the revolver was upsized from $40 million and the second-lien term loan was downsized from $85 million.

Credit Suisse Securities (USA) LLC and KKR Capital Markets led the deal for the Waltham, Mass.-based provider of translation, online marketing, global content management and application testing solutions.

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