DigiCert, UGI Energy, Sedgwick, DaVita, WestJet, Park Place break; NCR, Jaggaer revised

By Sara Rosenberg

New York, Aug. 8 – DigiCert Inc. revised its first- and second-lien term loan sizes and trimmed the spread, added a step-down and tightened the original issue discount on its first-lien tranche, and UGI Energy Services LLC added a pricing step-down to its term loan B, and then both of these deals surfaced in the secondary market on Thursday.

Also, Sedgwick Claims Management Services Inc. lifted pricing on its incremental term loan and finalized the issue price at the tight side of talk before breaking for trading, and deals from DaVita Inc., WestJet Airlines Ltd. and Park Place Technologies freed up too.

In more happenings, NCR Corp. set the original issue discount on its term loan B at the narrow end of guidance, and Jaggaer firmed the spread on its first-lien term loan at the low end of talk, added a step-down and modified the issue price.

Furthermore, Shields Health Solutions Holdings LLC and Hyland Software Inc. moved up the commitment deadlines for their bank debt, and Ancestry.com Operations Inc., Aptean and Idera Inc. disclosed price talk with launch.

DigiCert restructures

DigiCert raised its seven-year covenant-lite first-lien term loan to $1.65 billion from $1.55 billion, cut pricing to Libor plus 400 basis points from Libor plus 425 bps, added a step-down to Libor plus 375 bps at 6.5x total net leverage and changed the original issue discount to 99.75 from 99.5, while leaving the 0% Libor floor and 101 soft call protection for six months intact, according to a market source.

With the first-lien term loan upsizing, the privately placed second-lien term loan was scaled back to $475 million from $550 million and the equity component for the transaction was reduced by $25 million, the source said.

The company’s now $2.5 billion of credit facilities also include a $125 million revolver.

Recommitments were due at noon ET on Thursday.

DigiCert hits secondary

DigiCert’s credit facilities freed to trade in the afternoon, with the first-lien term loan quoted at par bid, par 3/8 offered, another source added.

Credit Suisse Securities (USA) LLC, Jefferies LLC, Macquarie Capital (USA) Inc., UBS Investment Bank, Barclays, Deutsche Bank Securities Inc., Golub and Antares Capital are leading the deal.

The new debt will be used to help fund the buyout of the company by Clearlake Capital Group LP and TA Associates, an existing investor. Clearlake and TA will be equal partners in the company.

Closing is expected in the second half of this year, subject to customary regulatory approvals and conditions.

DigiCert is a Lehi, Utah-based provider of digital certificates, certificate management solutions and public-key infrastructure solutions.

UGI Energy tweaked, breaks

UGI Energy Services added a 25 bps pricing step-down to its $700 million seven-year term loan B (Ba3//BB+) at 2.25x total net leverage, a market source remarked.

Initial pricing on the term loan B remained at Libor plus 375 bps with a 0% Libor floor and an original issue discount of 99.5.

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

Recommitments were due at noon ET on Thursday, and the debt made its way into the secondary market in the afternoon, with levels seen at 99 7/8 bid, par 3/8 offered, another source added.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to help fund the acquisition of the equity interests of Columbia Midstream Group LLC from TC Energy Corp. for about $1,275,000,000, subject to customary adjustments at closing.

UGI Energy, a subsidiary of UGI Corp., is a provider of natural gas gathering, processing and energy services in the Appalachian Basin.

Sedgwick flexes, trades

Sedgwick Claims Management raised pricing on its $1.1 billion seven-year covenant-lite incremental term loan B (B2/B) to Libor plus 400 bps from Libor plus 375 bps and set the original issue discount at 99.5, the tight end of the 99 to 99.5 talk, a market source said.

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

Recommitments were due at 10:30 a.m. ET on Thursday and the loan broke for trading later in the day, with levels quoted at 99 5/8 bid, par offered before moving up to 99¾ bid, par ¼ offered, a trader added.

BofA Securities, Inc., Morgan Stanley Senior Funding Inc., SunTrust Robinson Humphrey Inc., Barclays, Goldman Sachs Bank USA, Wells Fargo Securities LLC, BNP Paribas Securities Corp., TCG, Citizens Bank, Credit Agricole, Fifth Third Bank, ING, KKR Capital Markets and MUFG are leading the loan that fund the acquisition of York Risk Services Group.

Closing is subject to customary conditions and regulatory approvals.

Sedgwick is a Memphis, Tenn.-based provider of technology-enabled risk, benefits and integrated business solutions. York is a Jersey City, N.J.-based provider of claims administration, managed care, specialized loss adjusting, pool administration and loss control solutions.

DaVita tops OID

DaVita’s $2.75 billion seven-year term loan B began trading too, with levels quoted at par bid, par ½ offered on the break and then it moved to par 1/8 bid, par ½ offered, according to a market source.

Pricing on the term loan B is Libor plus 225 bps with a 0% Libor floor and it was sold at an original issue discount of 99.75. The loan has 101 soft call protection for six months.

During syndication, the term loan B was upsized from $2.5 billion, the spread was lowered from Libor plus 250 bps, and the discount was changed from revised talk of 99.5 and initial talk in the range of 99 to 99.5.

The company’s $5.5 billion of senior secured credit facilities (Ba1/BBB-) also include a $1 billion five-year revolver and a $1.75 billion five-year term loan A, which, based on filings with the Securities and Exchange Commission, are expected to have initial pricing of Libor plus 150 bps.

DaVita lead banks

Wells Fargo Securities LLC, Credit Agricole, J.P. Morgan Securities LLC, MUFG, BofA Securities, Inc., Barclays, Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc. and SunTrust Robinson Humphrey Inc. are leading DaVita’s credit facilities.

Proceeds will be used to repay revolver and term loan borrowings, to redeem $1.25 billion of 5¾% senior notes, to buy back common stock, to pay fees and expenses and for general corporate purposes.

DaVita is a Denver-based provider of kidney dialysis services.

WestJet frees up

WestJet Airlines’ credit facilities broke as well, with the $1,955,000,000 seven-year first-lien term loan quoted at par ½ bid, 101 offered by late day, a trader remarked.

The term loan is priced at Libor plus 300 bps with a step-down to Libor plus 275 bps upon achievement of corporate ratings of either Ba2 from Moody’s or BB- from S&P and a 1% Libor floor. The debt was sold at an original issue discount of 99.5, and has 101 soft call protection for six months and a ticking fee of half the margin for days 31 to 60 and the full margin thereafter.

During syndication, pricing on the term loan firmed at the low end of the Libor plus 300 bps to 325 bps talk, the step-down was added, the Libor floor was increased from 0% and the discount was revised from 99. Also, the MFN was modified to 50 bps for life from 75 bps with a six months sunset, the MFN carve-out clause was removed and the inside maturity clause was eliminated.

The company’s $2,305,000,000 of credit facilities (Ba2/BB-/BB+) also include a $350 million revolver.

WestJet funding buyout

WestJet’s new credit facilities will be used with equity to finance its acquisition by Onex Corp. for C$31.00 per share. The transaction is valued at about C$5 billion, including assumed debt.

Barclays, Morgan Stanley Senior Funding Inc., RBC Capital Markets LLC, Citigroup Global Markets Inc., UBS Investment Bank, BMO Capital Markets, Bank of Nova Scotia and TD Securities (USA) LLC are leading the debt.

Closing is expected in late September/early October, subject to court and shareholder approval, and regulatory approvals.

WestJet is a Calgary, Alta.-based airline company.

Park Place starts trading

Park Place Technologies’ add-on term loan debt allocated in the morning, and the fungible $30.6 million add-on first-lien term loan broke at 99¼ bid, 99¾ offered, a market source said.

Pricing on the add-on first-lien term loan is Libor plus 400 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 company is also getting a fungible $30.5 million add-on second-lien term loan priced at Libor plus 800 bps with a 1% Libor floor, and issued at a discount of 98.875.

During syndication, the discount on the add-on second-lien term loan was tightened from 98.625.

Golub Capital is leading the deal that will be used to fund the acquisition of Entuity Network Analytics and support a minority equity sale to Charlesbank Capital Partners.

Park Place Technologies is a Cleveland-based provider of post-warranty maintenance for storage, server and networking hardware.

NCR updated

Back in the primary market, NCR firmed the original issue discount on its $750 million seven-year term loan B (Ba2/BBB-) at 99.5, the tight end of the 99 to 99.5 talk, according to a market source.

Included in the term loan B is a $400 million delayed-draw piece, and the ticking fee on that debt was changed to half the spread from days 31 to 60 and the full spread thereafter, from half the spread from days 46 to 90 and the full spread thereafter, the source said.

The term loan is still priced at Libor plus 250 bps with a 0% Libor floor, and has 101 soft call protection for six months.

BofA Securities Inc., J.P. Morgan Securities LLC and Wells Fargo Securities LLC are leading the deal that will be used with $1 billion of senior notes to repurchase 4 5/8% notes due 2021, repay borrowings under existing senior secured credit facilities and for general corporate purposes.

NCR is an Atlanta-based software- and services-led enterprise provider in the financial, retail, hospitality, telecom and technology industries.

Jaggaer revised

Jaggaer set pricing on its $510 million seven-year first-lien term loan (B2/B-) at Libor plus 400 bps, the low end of the Libor plus 400 bps to 425 bps talk, added a step-down to Libor plus 375 bps when first-lien net leverage is 4.2x and moved the original issue discount to 99.5 from 99, a market source remarked.

The term loan still has a 0% Libor floor and 101 soft call protection for six months.

Recommitments are due at 11 a.m. ET on Friday and allocations are expected thereafter, the source added.

Goldman Sachs Bank USA, UBS Investment Bank, Antares Capital and CPPIB are leading the deal that will be used to help fund the buyout of the company by Cinven from Accel-KKR.

Jaggaer is a Research Triangle Park, N.C.-based cloud-based suite of SaaS solutions to help corporations track, manage and control vendor expenses.

Shields accelerated

Shields Health Solutions moved up the commitment deadline for its $215 million of credit facilities (B3/B-) to noon ET on Tuesday from Aug. 15, according to a market source.

The facilities consist of a $15 million revolver and a $200 million seven-year covenant-lite first-lien term loan.

Talk on the term loan is Libor plus 475 bps to 500 bps with a 0% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to help fund the buyout of the company by Welsh, Carson, Anderson & Stowe.

As part of this transaction, Walgreen Co., a drugstore chain, is also making an equity investment in Shields Health.

Closing is expected in the third quarter, subject to customary regulatory reviews.

Shields Health is a Stoughton, Mass.-based specialty pharmacy integrator and care provider, partnering with hospitals on specialty pharmacy creation, growth and management.

Hyland revises timing

Hyland Software accelerated the commitment deadline for its $205 million incremental first-lien term loan (B1/B-) due July 1, 2024 and $115 million incremental second-lien term loan (Caa1/CCC) due July 7, 2025 to 10 a.m. ET on Friday from Tuesday, a market source said.

Pricing on the incremental first-lien term loan is Libor plus 350 bps with a 0.75% Libor floor, and pricing on the incremental second-lien term loan is Libor plus 700 bps with a 0.75% Libor floor, in line with existing first- and second-lien term loan pricing.

The incremental first-lien term loan is talked with an original issue discount of 99.5 and the incremental second-lien term loan is talked with a discount of 99.

Included in the incremental first-lien term loan is 101 soft call protection for six months, and the incremental second-lien term loan has 101 hard call protection until April 2020.

Credit Suisse Securities (USA) LLC is leading the deal that will fund a distribution to shareholders.

Existing lenders are being offered a 12.5 consent fee, the source added.

Hyland, a Thoma Bravo portfolio company, is a Westlake, Ohio-based enterprise content-management software developer.

Ancestry holds call

Ancestry hosted a lender call at 3 p.m. ET to launch a $1.15 billion seven-year covenant-lite term loan B (B2) talked at Libor plus 400 bps with a 25 bps step-down at 4.25x leverage, a 0% Libor floor, an original issue discount of 99 to 99.5 and 101 soft call protection for six months, according to a market source.

In addition, the company launched an amendment to and partial repayment of its existing $1.75 billion term loan B and an amendment and extension of its existing $100 million revolver, the source said.

Commitments and consents are due at 5 p.m. ET on Aug. 15.

Morgan Stanley Senior Funding Inc., J.P. Morgan Securities LLC, Goldman Sachs Bank USA, Deutsche Bank Securities Inc., KKR Capital Markets, Barclays, BofA Securities Inc., RBC Capital Markets and UBS Investment Bank are leading the deal. JPMorgan is the administrative agent.

Along with repaying a portion of the existing term loan B, the new term loan will be used with cash on the balance sheet to fund a dividend to shareholders, and pay fees and expenses.

Ancestry is a Lehi, Utah-based online family history resource.

Aptean floats talk

Aptean came out with original issue discount talk on its fungible $75 million incremental first-lien term loan at 99.5 and discount talk on its fungible $37 million incremental second-lien term loan at 99 with its morning call, a market source remarked.

The incremental first-lien term loan is priced at Libor plus 425 bps with a 0% Libor floor and the incremental second-lien term loan is priced at Libor plus 850 bps with a 0% Libor floor, in line with existing first-and second-lien term loan pricing.

The first-lien term loan debt is getting 101 soft call protection for six months.

Commitments are due on Wednesday, the source added.

Golub Capital is leading the deal that will be used to fund the acquisition of Sanderson, a U.K.-based provider of digital technology solutions and managed services.

Aptean, a TA Associates and Vista Equity Partners portfolio company, is an Alpharetta, Ga.-based provider of mission-critical, industry-specific enterprise software solutions.

Idera reveals guidance

Idera launched on its morning call its fungible $40 million incremental first-lien term loan due June 2024 with original issue discount talk of 99.03 to 99.25, according to a market source.

Like the existing first-lien term loan, the incremental term loan is priced at Libor plus 450 bps with a 1% Libor floor.

Commitments are due at 3 p.m. ET on Monday, the source added.

Jefferies LLC is leading the deal that will be used with cash from the balance sheet to fund a strategic acquisition.

Idera is a Houston-based provider of database, application development and testing software.

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