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Published on 11/29/2021 in the Prospect News Bank Loan Daily.

Golden West frees to trade; Confluence, Ola set talk; near-term primary calendar builds

By Sara Rosenberg

New York, Nov. 29 – Golden West Packaging Group LLC’s first-lien term loan made its way into the secondary market on Monday, with levels quoted above its original issue discount.

In other news, Confluence Technologies Inc. and Ola (ANI Technologies Pte. Ltd.) released price talk on their loan transactions in connection with their lender calls.

Also, Smart Start (Global IID Parent LLC), OEConnection, Brook + Whittle (Merion Rose Merger Sub Inc.), Cloudmed, Madison Safety & Flow, AIT Worldwide Logistics, FullBloom, Aveanna Healthcare LLC, LegalShield, Southwestern Energy Co., II-VI Inc., Ingenovis Health, Liquid Tech Solutions LLC and Secretariat International all joined this week’s primary calendar.

Golden West breaks

Golden West Packaging Group’s $290 million six-year covenant-lite first-lien term loan (B2/B-) freed to trade on Monday, with levels quoted at 99¼ bid, 99¾ offered, a market source said.

Pricing on the term loan is Libor plus 525 basis points with a 0.75% Libor floor and it was sold at an original issue discount of 99. The debt has 101 soft call protection for six months.

During syndication, pricing on the term loan was increased from Libor plus 500 bps, the discount widened from 99.5, and amortization was revised to 2.5% in year one and 5% thereafter.

Citizens Bank and SMBC are the leading the deal that will be used to refinance existing debt and fund a tuck-in acquisition.

Lindsay Goldberg is the sponsor.

Golden West Packaging is a City of Industry, Calif.-based provider of corrugated and specialty packaging solutions serving the food and beverage, wine, consumer products, and produce end markets.

Confluence guidance

Moving to the primary market, Confluence Technologies held its lender call on Monday afternoon and announced original issue discount talk on its fungible $260 million incremental first-lien term loan (B2/B) at 99 to 99.5, according to a market source.

Pricing on the incremental first-lien term loan is Libor plus 375 bps with a 0.5% Libor floor, in line with existing term loan pricing, and all of the first-lien term loan debt is getting 101 soft call protection for six months.

Commitments are due at 5 p.m. ET on Dec. 9, the source added.

The company is also getting a fungible $100 million privately placed incremental second-lien term loan.

Golub Capital is leading the deal.

Confluence funding acquisitions

Confluence will use the incremental term loans with equity and cash from the balance sheet to fund the purchases of Investment Metrics, a Norwalk, Conn.-based provider of portfolio analytics, reporting and data solutions, for $500 million and Compliance Solutions Strategies, a N.Y-based RegTech company that enables financial services firms to meet mandatory regulatory compliance requirements.

Closing is expected this quarter.

Pro forma for the transaction, the first-lien term loan will total $550 million and the second-lien term loan will total $205 million.

Confluence, a portfolio company of Clearlake Capital and TA Associates, is a Pittsburgh-based technology solutions provider to the investment management industry.

Ola proposed terms

Ola held a lender call at 11 a.m. ET, launching a $500 million term loan B (B3/B-) due 2026 at talk of SOFR plus 650 bps to 675 bps with a 0.75% floor and an original issue discount of 97 to 98, a market source remarked.

The term loan is non-callable for two years, then at 105 in year three and 103 in year four. There is a carve-out for 50% of the loan to be callable at 105 for two years with an initial public offering.

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

JPMorgan Chase Bank is leading the deal that will be used to fund an interest reserve account, to support the international business and for general corporate purposes.

Ola is an India-based ride-hailing company.

Smart Start readies deal

Smart Start set a lender call for 11 a.m. ET on Tuesday to launch $505 million of credit facilities, according to a market source.

The facilities consist of a $40 million five-year revolver, a $385 million seven-year first-lien term loan and an $80 million eight-year second-lien term loan, the source said.

Commitments are due at noon ET on Dec. 10.

Jefferies LLC, BNP Paribas Securities Corp., Barclays and RBC Capital Markets are leading the deal that will be used to help fund the buyout of the company by Apollo.

Closing is expected this year, subject to customary conditions.

Smart Start is a Grapevine, Tex.-based provider of alcohol monitoring programs utilizing ignition interlock devices, vehicle breathalyzers mandated by government entities to DUI offenders in order to maintain licensure.

OEConnection on deck

OEConnection will hold a lender meeting on Wednesday to launch an incremental first-lien term loan, a market source said.

Antares Capital is leading the deal that will be used to fund an acquisition.

OEConnection is a Cleveland-based provider of SaaS solutions that help drive genuine OE parts sales and services across the entire automotive system.

Brook coming soon

Brook + Whittle will hold a lender call at 1 p.m. ET on Tuesday to launch $478 million seven-year first-lien term loan (B-), of which $100 million is a delayed-draw tranche, according to a market source.

The first-lien term loan has 101 soft call protection for six months, and ticking fees on the delayed-draw piece are half the margin from days 61 to 120 and the full margin thereafter, the source said.

Commitments are due at 5 p.m. ET on Dec. 14.

The company’s $697 million of credit facilities also include a $50 million revolver (B-) and a $169 million privately placed second-lien term loan.

Credit Suisse Securities (USA) LLC, Wells Fargo Securities LLC, Jefferies LLC and BMO Capital Markets are leading the deal that will be used to help fund the buyout of the company by Genstar Capital from TruArc Partners.

Brook + Whittle is a Guilford, Conn.-based manufacturer of pressure sensitive labels, shrink sleeves, flexible packaging and heat transfer labels.

Cloudmed joins calendar

Cloudmed set a lender call for 11 a.m. ET on Tuesday to launch a fungible $213 million incremental first-lien term loan B, a market source remarked.

Goldman Sachs Bank USA and Deutsche Bank Securities Inc. are leading the deal that will be used to fund the acquisition of par8o, a revenue integrity company.

Cloudmed, formerly known as Revint, is an Atlanta-based provider of end-to-end revenue integrity solutions that identify and recover unidentified or underpaid revenue on behalf of health care systems.

Madison sets call

Madison Safety & Flow surfaced with plans to hold a lender call at 11 a.m. ET on Tuesday to launch $1.2 billion of term loans, according to a market source.

The debt consists of a $925 million first-lien term loan and a $275 million second-lien term loan, the source said.

Goldman Sachs Bank USA is the left lead on the deal that will be used to fund the acquisition of Safe Fleet, a manufacturer of safety and productivity products for fleet vehicles and first responders, refinance Madison Safety’s existing debt, and pay transaction related fees, expenses and original issue discount.

Madison Industries is the sponsor.

Madison Safety is a manufacturer of safety products and systems utilized by fire departments, first responders, rescue teams, municipalities, essential service providers and diversified industrial markets.

AIT readies loan

AIT Worldwide Logistics scheduled a lender call for 1 p.m. ET on Tuesday to launch a fungible $210 million incremental first-lien term loan, a market source said.

Goldman Sachs Bank USA is the left lead on the deal that will be used to fund the acquisition of Select Express, a New York-based final mile third-party logistics solutions provider, pay down revolver borrowings, and pay transaction fees and expenses.

Closing is expected on Dec. 17.

The Jordan Co. is the sponsor.

AIT is an Itasca, Ill.-based provider of end-to-end supply chain services, with a focus on providing logistics solutions for customers with complex supply chain needs and highly specialized, hard-to-transport freight.

FullBloom on deck

FullBloom set a lender call for 11 a.m. ET on Tuesday to launch a $385 million term loan B (B2) due 2028, according to a market source.

Commitments are due at 5 p.m. ET on Dec. 9, the source added.

JPMorgan Chase Bank, Jefferies LLC, Goldman Sachs Bank USA, Macquarie Capital (USA) Inc. and KKR Capital Markets are leading the deal that will be used to help fund the buyout of the company by American Securities.

FullBloom is a provider of special education, instructional intervention, behavioral health and professional development solutions.

Aveanna joins calendar

Aveanna Healthcare will hold a lender call at 2:30 p.m. ET on Tuesday to launch a $415 million eight-year senior secured second-lien term loan (Caa1/CCC), a market source remarked.

The term loan has call protection of 102 in year one and 101 in year two, the source added. However, the call protection is 101 in year one and par in year two with respect to any prepayments made in connection with any equity issuance.

Barclays is leading the deal that will be used to help fund the acquisitions of Comfort Care for $345 million and Accredited Nursing Services for a base purchase price of $180 million, plus up to $45 million of potential additional consideration.

Closing is expected this quarter.

Aveanna is an Atlanta-based home care provider. Comfort Care is a provider of adult home health and hospice operations in Alabama and Tennessee. Accredited is a provider of private duty services in California.

LegalShield coming soon

LegalShield scheduled a lender call for 3 p.m. ET on Tuesday to launch $1.325 billion of credit facilities, according to a market source.

The facilities consist of a $75 million revolver, a $950 million first-lien term loan and a $300 million second-lien term loan, the source said.

RBC Capital Markets, Stone Point Capital Markets, Goldman Sachs Bank USA, KKR Capital Markets, Truist and Capital One are leading the deal that will be used for a recapitalization.

Stone Point Capital, Further Global Capital Management and MidOcean Partners are the sponsors.

LegalShield is an Ada, Okla.-based provider of legal and identity theft protection plans.

Southwestern sets launch

Southwestern Energy plans to hold a lender call at 11 a.m. ET on Tuesday to launch a $550 million term loan (Baa2/BBB-/BBB-) talked at SOFR + CSA plus 275 bps to 300 bps with a 0.5% floor, an original issue discount of 99.5 and 101 soft call protection for six months, a market source said.

CSA is 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate.

Commitments are due at 5 p.m. ET on Dec. 7, the source added.

JPMorgan Chase Bank, BofA Securities Inc., Citigroup, RBC and Wells Fargo provided the debt commitment that will be used to help fund the acquisition of GEP Haynesville LLC for $1.325 billion in cash and about $525 million in Southwestern common shares.

Closing is expected this year, subject to regulatory approvals and customary conditions.

Southwestern Energy is a Spring, Tex.-based producer of natural gas and natural gas liquids. GEP Haynesville is a The Woodlands, Tex.-based energy company.

II-VI timing emerges

II-VI set a lender call for 11 a.m. ET on Tuesday to launch its previously announced $2.8 billion seven-year term loan B, according to a market source.

Talk on the term loan B is Libor plus 275 bps with a 0% Libor floor, an original issue discount of 99 to 99.5 and 101 soft call protection for six months, the source continued.

Commitments are due at 5 p.m. ET on Dec. 7.

The company’s $4 billion of senior secured credit facilities also include a $350 million revolver and an $850 million term loan A.

JPMorgan Chase Bank, Citigroup Global Markets Inc., MUFG, PNC Bank, HSBC Securities (USA) Inc., Citizens Bank, Mizuho, BMO Capital Markets, TD Securities (USA) LLC and First National Bank provided the debt commitment.

II-VI buying Coherent

II-VI will use the credit facilities to help fund the acquisition of Coherent Inc. for $220 in cash and 0.91 of a share of II-VI’s common stock for each Coherent share and to refinance existing debt.

The company also has a commitment for a $1.125 billion senior unsecured bridge loan that is expected to be replaced with the issuance of senior notes or other debt securities, and other funds for the transaction will come from an equity investment from Bain Capital.

Closing is expected this quarter, subject to customary conditions.

II-VI is a Saxonburg, Pa.-based manufacturer of engineered materials and optoelectronic components. Coherent is a Santa Clara, Calif.-based provider of lasers and laser-based technology for scientific, commercial and industrial customers.

Ingenovis on deck

Ingenovis Health set a lender call for 1 p.m. ET on Tuesday to launch a fungible $100 million add-on covenant-lite term loan due March 2028, a market source remarked.

Pricing on the add-on term loan is Libor plus 375 bps with a 0.75% Libor floor, in line with existing term loan pricing.

Original issue discount talk on the add-on term loan is not yet available, the source added.

Citizens Bank and UBS Investment Bank are leading the deal that will be used to fund the acquisition of HealthCare Support, an Orlando, Fla.-based healthcare staffing platform.

Closing is expected in the first quarter of 2022, subject to regulatory approvals and other customary conditions.

Ingenovis is a tech-enabled platform for healthcare staffing backed by private investment firms Cornell Capital and Trilantic North America.

Liquid Tech readies deal

Liquid Tech Solutions scheduled a lender call for 10 a.m. ET on Thursday to launch a fungible $65 million add-on covenant-lite first-lien term loan due March 2028, according to a market source.

Pricing on the add-on term loan is Libor plus 475 bps with a 0.75% Libor floor, in line with existing term loan pricing.

Original issue discount talk on the add-on term loan is not yet available, the source added.

Citizens Bank is leading the deal that will be used to fund an acquisition.

Liquid Tech is a tech-enabled provider of route-based, on-site mobile refueling solutions.

Secretariat joins calendar

Secretariat International plans to hold a lender call at 10 a.m. ET on Wednesday to launch $220 million of first-lien term loan debt, split between a $190 million seven-year first-lien term loan and a $30 million delayed-draw first-lien term loan, a market source said.

The first-lien term loan has 101 soft call protection for six months, the source added.

The company is also getting a $70 million eight-year privately placed second-lien term loan.

KeyBanc Capital Markets, Jefferies LLC and Bank of Ireland are leading the deal that will be used to help fund the acquisition of the company by JLL Continuation Fund from another JLL fund and to refinance existing debt.

Secretariat is a specialty consulting firm providing independent advisory services and expert testimony to clients involved in disputes or litigation related to construction delays or damages.


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