ExGen breaks; Scientific Games, Aecom, DPx, PGT reworked; Answers, Victory Capital set talk

By Sara Rosenberg

New York, Sept. 16 – ExGen Texas Power LLC downsized its term loan, increased the spread, set the original issue discount at the high end of talk, extended the call protection and then hit the secondary market on Tuesday.

In more happenings, Scientific Games Corp. lifted the size of its term loan B-2 while also widening the spread, and Aecom Technology Corp. reduced pricing on its term loan and sweetened the call protection.

Also, DPx Holdings BV carved out a euro tranche from its term loan and firmed the offer price on the U.S. piece at the wide end of guidance, and PGT Inc. trimmed pricing on its term loan B, pushed out the call protection and moved up the commitment deadline.

Furthermore, Answers Corp. and Victory Capital Management revealed price talk on their deals with launch, and Zebra Technologies Corp., Halyard Health Inc. and Sedgwick Inc. joined this week’s calendar.

ExGen modified, trades

ExGen Texas Power cut its seven-year covenant-light term loan B (B1/BB-) to $675 million from $700 million, raised pricing to Libor plus 475 basis points from talk of Libor plus 400 bps to 425 bps, set the original issue discount at 99, the wide end of the 99 to 99½ talk, and extended the 101 soft call protection to one year from six months, according to a market source, who said the 1% Libor floor was unchanged.

With terms finalized, the term loan B broke for trading in the afternoon, with levels seen at 99¼ bid, 99¾ offered and then it moved up to 99½ bid, par offered, a trader remarked.

The company’s now $695 million credit facility also includes a $20 million five-year revolver (Ba3).

Bank of America Merrill Lynch is leading the deal that will be used to fund a distribution to parent Exelon Generation Co. LLC and to establish maintenance, debt service and liquidity reserves.

ExGen is the owner of a portfolio of combined-cycle and natural gas-fired peaking and steam turbine generators in Texas.

Scientific Games upsizes

Scientific Games raised its seven-year incremental covenant-light term loan B-2 to $2 billion from $1,735,000,000, changed pricing to Libor plus 500 bps from talk of Libor plus 425 bps to 450 bps and kept the 1% Libor floor, original issue discount of 99 and 101 soft call protection for one year intact, according to sources.

Earlier in syndication, the call protection on the B-2 loan was extended from six months.

The company’s now $2.35 billion of incremental senior secured bank debt (BB-) also includes a $350 million revolver due Oct. 18, 2018.

Bank of America Merrill Lynch, J.P. Morgan Securities LLC, Deutsche Bank Securities Inc., Fifth Third, HSBC Securities (USA) Inc. and PNC Capital Markets are leading the deal that will be used with notes and cash on hand to fund the acquisition of Bally Technologies Inc. for $83.30 per share in cash, for a total transaction value of about $5.1 billion, including net debt of around $1.8 billion.

Closing is anticipated by year-end, subject to receipt of Bally shareholder approval, gaming regulatory approvals and other customary conditions.

Scientific Games amending

In order to allow for the incremental debt, Scientific Games is amending its existing $300 million senior secured revolver due Oct. 18, 2018 and $2,289,000,000 senior secured term loan B due Oct. 18, 2020.

The amendment includes a pricing increase on the existing term loan B to Libor plus 500 bps with a 1% Libor floor so that it matches the term loan B-2 pricing, and the existing B loan is getting the 101 soft call protection for one year as well.

During the amendment negotiation process, the term loan B pricing was changed from 25 bps lower than the final spread on the term loan B-2 and the call protection was extended from six months.

Lenders are getting a 25 bps amendment fee.

Scientific Games is a New York-based developer of technology-based products and services and associated content for gaming and lottery markets. Bally Technologies is a Las Vegas-based provider of games, table game products, systems, mobile and iGaming services to gaming operators.

Aecom trims pricing

Aecom Technology tightened pricing on its $1,262,500,000 seven-year covenant-light term loan B to Libor plus 300 bps from talk of Libor plus 325 bps, pushed out the 101 soft call protection to one year from six months and eliminated the 18-month MFN sunset, according to a market source.

The term loan still has a 0.75% Libor floor and an original issue discount of 99½.

Bank of America Merrill Lynch, MUFG Union Bank, Scotia Bank, BNP Paribas Securities Corp. and J.P. Morgan Securities LLC are leading the deal (Ba1/BB+) that also includes a $1.85 billion term loan A, a $1.05 billion revolver and a $500 million incremental performance letter-of-credit facility.

Recommitments are due at 10 a.m. ET on Wednesday, the source added.

Aecom buying URS

Proceeds from Aecom’s credit facility and $1.6 billion of senior unsecured notes will be used to fund the cash consideration of the acquisition of URS Corp. and to refinance some existing debt at Aecom and URS. The transaction is valued at about $6 billion, including the assumption of URS debt.

URS stockholders will receive per share consideration equal to $33.00 in cash and 0.734 of a share of Aecom common stock. The stockholders may elect to receive all cash or all stock consideration, and the election will be subject to a customary proration mechanism to achieve an aggregate consideration mix of about 59% cash and 41% Aecom common shares.

Closing is expected in October, subject to approvals from both companies’ stockholders, regulatory approvals and customary conditions. It is not conditioned on financing.

Aecom is a Los Angeles-based engineering design firm. URS is a San Francisco-based provider of engineering, construction and technical services.

DPx reworks loan

DPx Holdings carved out a €70 million tranche from its $250 million seven-year first-lien term loan (B2/B), bringing the U.S. portion to $160 million, a market source said.

In addition, the original issue discount on the U.S. term loan finalized at 98, the high end of the 98 to 98¼ talk, while pricing remained at Libor plus 325 bps with a 1% Libor floor and the 101 soft call protection for six months was unchanged, the source continued.

Pricing on euro piece is Euribor plus 350 bps with a 1% floor and a discount of 98, and there is 101 soft call protection for six months on this debt as well.

UBS Securities LLC, J.P. Morgan Securities LLC, Morgan Stanley Senior Funding Inc., Jefferies Finance LLC and KeyBank are leading the deal that will be used to fund the acquisition of Gallus BioPharmaceuticals LLC, a St. Louis-based contract manufacturing company specializing in biologics, from Ridgemont Equity Partners.

Closing is expected in the fourth quarter, subject to receipt of regulatory approvals.

DPx is a Durham, N.C.-based provider of CDMO services, pharmaceutical products and products for other industries.

PGT changes surface

PGT reverse flexed pricing on its $200 million seven-year covenant-light term loan B to Libor plus 425 bps from Libor plus 475 bps and extended the 101 soft call protection to one year from six months, while leaving the 1% Libor floor and original issue discount of 99 intact, a market source said.

Also, the commitment deadline on the $235 million credit facility (B2/BB-), which also includes a $35 million five-year revolver, was accelerated to noon ET on Wednesday from Thursday, the source continued.

Deutsche Bank Securities Inc. and KeyBanc Capital Markets Inc. are leading the deal that will be used with cash on hand to fund the acquisition of CGI Windows & Doors Holdings Inc. for roughly $111 million from Cortec Group Fund IV LP, to refinance existing debt and for working capital and general corporate purposes.

Closing is expected this month, subject to customary conditions.

PGT is a North Venice, Fla.-based manufacturer and supplier of residential impact-resistant windows and doors. CGI is a Miami-based manufacturer of impact-resistant windows and doors.

Answers discloses talk

Also in the primary, Answers held its bank meeting on Tuesday morning, and shortly before the launch kicked off, price talk on its first-and second-lien term loans was announced, according to a market source.

The $320 million seven-year first-lien covenant-light term loan is talked at Libor plus 475 bps to 500 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, and the $175 million eight-year second-lien covenant-light term loan is talked at Libor plus 825 bps to 850 bps with a 1% Libor floor, a discount of 99 and call protection of 102 in year one and 101 in year two, the source said.

The company’s $535 million credit facility also includes a $40 million five-year revolver.

Credit Suisse Securities (USA) LLC, SunTrust Robinson Humphrey Inc., Jefferies Finance LLC and Bank of America Merrill Lynch are leading the deal.

Answers being acquired

Proceeds from Answers’ credit facility will be used to help fund its buyout by Apax Partners from Summit Partners, TA Associates and founder shareholders. Members of Answers’ senior management will invest alongside Apax Funds and will maintain a significant equity interest in the company.

Commitments for the credit facility are due on Sept. 30.

Closing on the buyout is expected in the fourth quarter.

Answers is a St. Louis-based provider of cloud-based services that enhance customer acquisition and brand engagement.

Victory guidance emerges

Victory Capital Management came out with talk of Libor plus 450 bps to 475 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months on its $310 million seven-year term loan B that launched with a bank meeting during the session, a market source remarked.

The company’s $335 million senior secured credit facility (BB-) also includes a $25 million revolver.

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

Morgan Stanley Senior Funding Inc. and Credit Suisse Securities (USA) LLC are leading the deal that will be used to help fund the acquisition of Munder Capital Management.

The all-cash purchase will form a new independent investment advisory firm based in Cleveland, Ohio, and additional equity financing for the new company will be led by funds managed by Crestview Partners and Reverence Capital Partners.

Zebra timing announced

Zebra Technologies emerged with plans to hold a bank meeting at 10:30 a.m. ET in New York on Thursday to launch its $2.25 billion senior secured credit facility, according to a market source.

The facility consists of a $250 million revolver and a $2 billion term loan B.

Filings with the Securities and Exchange Commission have said that the revolver would have a five-year maturity and pricing of Libor plus 250 bps, and the term loan would have a seven-year maturity, be covenant-light, would be priced at Libor plus 300 bps with a 0.75% Libor floor and include 101 soft call protection for six months.

Morgan Stanley Senior Funding Inc. and J.P. Morgan Securities LLC are the joint bookrunners on the deal and joint lead arrangers with Deutsche Bank Securities Inc.

Proceeds will be used with$1.25 billion of notes and cash on hand to fund the $3.45 billion acquisition of Motorola Solutions Inc.’s enterprise business, which is expected to close by year end.

Zebra is a Lincolnshire, Ill.-based provider of marking and printing technologies.

Halyard readies deal

Halyard Health set a bank meeting for 10 a.m. ET in New York on Thursday to launch a $390 million senior secured term loan B, according to a market source

Morgan Stanley Senior Funding Inc., Citigroup Global Markets Inc., Deutsche Bank Securities Inc. and RBC Capital Markets are leading the deal that will be used with around $250 million of senior unsecured notes to fund the spin-off of the company from Kimberly-Clark Corp.

Along with the term loan B, the company plans on getting a $250 million senior secured revolver that is expected to be undrawn at closing, a news release said.

Closing on the spin-off is expected at the end of October.

Halyard Health is an Alpharetta, Ga.-based health care company focused on preventing infection, eliminating pain and speeding recovery.

Sedgwick on deck

Sedgwick scheduled a call for 2 p.m. ET on Wednesday to launch a $190 million add-on term loan, according to a market source.

UBS Securities LLC, KKR Capital Markets and MCS Capital Markets are leading the deal that will be used to fund an acquisition.

Sedgwick is a Memphis, Tenn.-based provider of technology-enabled claims and productivity management services.

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