Nomad Foods, Diamond Resorts, Dayco break; Solenis, Installed Building changes surface

By Sara Rosenberg

New York, June 13 – Nomad Foods Ltd. changed the original issue discount and call protection on its incremental first-lien term loan before hitting the secondary market, and deals from Diamond Resorts International Inc. and Dayco Products LLC freed up as well.

In more happenings, Solenis LLC raised pricing on its first- and second-lien term loans, revised original issue discount talk, updated call premiums and made a number of documentation changes, Installed Building Products Inc. adjusted the spread on its term loan debt, and Sound Inpatient Physicians Holdings LLC accelerated the commitment deadline on its credit facilities.

Also, St. George’s University, Invenergy Thermal Operating I LLC, Aveanna Healthcare LLC and DXP Enterprises Inc. released price talk with launch, and Stars Group Inc., Ufinet International and AOC/Aliancys (Composite Resins Holding BV) joined the near-term new issue calendar.

Nomad tweaked, trades

Nomad Foods tightened the original issue discount on its $300 million incremental first-lien term loan due May 2024 to 99.75 from 99.5 and extended the 101 soft call protection to six months from expiring on June 20, according to a market source.

As before, the incremental term loan is priced at Libor plus 225 basis points with a 0% Libor floor, in line with the existing term loan.

Recommitments were due at noon ET on Wednesday and by late afternoon the loan freed to trade with levels quoted at 99 7/8 bid, par ¼ offered, another source added.

Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, Deutsche Bank Securities Inc. and UBS Investment Bank are leading the deal that will be used with cash on hand to fund the acquisition of Aunt Bessie’s Ltd. from William Jackson & Son Ltd. for about €240 million and for general corporate purposes.

Closing is expected in the third quarter, subject to certain conditions, including regulatory approvals.

U.K.-based Nomad Foods and U.K-based Aunt Bessie’s are frozen foods companies.

Diamond Resorts frees up

Diamond Resorts’ $889.5 million term loan B (B1/B+) due Sept. 2, 2023 began trading too, with levels seen at par 1/8 bid, par ½ offered, a trader said.

Pricing on the term loan is Libor plus 375 bps with a 1% Libor floor and it was issued at par. The loan has 101 soft call protection for six months.

RBC Capital Markets, Apollo Global Securities and Barclays are leading the deal that will be used to reprice an existing term loan down from Libor plus 450 bps with a 1% Libor floor.

Apollo Management is the sponsor.

Diamond Resorts is a Las Vegas-based hospitality and vacation ownership company.

Dayco tops par

Dayco Products’ $470 million covenant-light term loan B (B2/B) due May 19, 2023 also hit the secondary market, with levels quoted at par 1/8 bid, par 7/8 offered, according to a trader.

Pricing on the term loan is Libor plus 425 bps with a 0% Libor floor and it was issued at par. The debt has 101 soft call protection for six months.

On Tuesday, pricing on the term loan firmed at the low end of the Libor plus 425 bps to 450 bps talk.

Bank of America Merrill Lynch is leading the deal that will be used to refinance an existing term loan B.

Dayco is a Troy, Mich.-based manufacturer of highly engineered engine management systems.

Bob’s levels surface

Bob’s Discount Furniture LLC’s $256.7 million term loan B (B2/B) due Aug. 12, 2023 was quoted at 99½ bid, 99 7/8, a trader remarked. The loan allocated late in the previous session but did not see trading levels emerge until first thing Wednesday morning.

Pricing on the term loan is Libor plus 525 bps with a 1% Libor floor and it was issued with an amendment fee/original issue discount of 50 bps/99.5. The debt has 101 soft call protection for one year.

During syndication, pricing on the term loan was increased from Libor plus 500 bps and the amendment fee/discount widened from 25 bps/99.75.

RBC Capital Markets is the left lead on the deal that will be used to extend an existing term loan B due February 2021 and increase pricing from Libor plus 475 bps with a 1% Libor floor.

Bain Capital is the sponsor.

Bob’s is a Manchester, Conn.-based retailer of furniture and bedding.

Solenis reworked

Back in the primary market, Solenis lifted pricing on its $700 million covenant-light first-lien term loan (B2/B-) to Libor plus 400 bps from Libor plus 350 bps, on its €475 million covenant-light first-lien term loan (B2/B-) to Euribor plus 425 bps from Euribor plus 350 bps and on its $400 million covenant-light second-lien term loan (Caa1/CCC+) to Libor plus 850 bps from Libor plus 750 bps, according to a market source.

The first-lien term loans still have a 25 bps step-up if the combination with BASF Paper & Water doesn’t close and first-lien leverage is more than 4.75 times, and the second-lien term loan still has a 25 bps step-up if the combination doesn’t close and secured leverage is more than 5.75 times. Another 25 bps step-up was added to the first-lien loans if the combination doesn’t close and first-lien leverage is more than 5 times and the second-lien term loan now has another 25 bps step-up if the combination doesn’t close and secured leverage is more than 6 times.

The original issue discount talk on the U.S. and euro first-lien term loans was changed to a range of 99 to 99.5 from just 99.5 and the 101 soft call protection was adjusted to the earlier of one year and the close of the BASF Paper & Water combination from six months, the source said.

Additionally, the discount on the second-lien term loan was revised to 97 from 99 and the call protection was changed to non-callable, other than with customary make-whole, until the earlier of one year and the combination closing, and if the combination closes within one year, 103 for the remainder of the year, followed by 102 for a year and 101 for a year, from hard call protection of 102 in year one and 101 in year two.

Solenis maturities

Solenis revised the maturity of the first-lien term loans to 5.5 years from seven years and the maturity of the second-lien term loan was shortened to six years from eight years. Upon closing of the BASF Paper & Water combination, the first-lien term loans maturity will spring to seven years from the refinancing date and the second-lien term loan maturity will spring to eight years from the refinancing date, the source continued.

Also, MFN was revised to 0 bps with no sunset for incremental joint venture tranche, and 50 bps with no sunset for other tranches. The MFN carve-out for fixed dollar incremental basket was removed and the MFN carve-out for tranches maturing 12 months outside maturity of the first-lien term loan will be extended to 24 months outside maturity of the first-lien term loan.

Mandatory prepayments were changed to 100% of asset sale proceeds with no step-downs from 100% of asset sale proceeds with leveraged based step-downs to 50% and 0%, and 50% of excess cash flow with leverage-based step-downs to 25% and 0% from 50% of excess cash flow with a leveraged based step-down to 0%.

And, an $80 million cap was placed on EBITDA add-backs, cost saves, and synergies in connection with the joint venture transaction and a 25% cap was added on go-forward cost saves and synergies, excluding items identified in the Model, the QoE report and the CIM.

The U.S. first-lien term loan and the second-lien term loan still have a 0% Libor floor, and the euro first-lien term loan still has a 0.5% floor.

Solenis getting revolver

Along with the term loans, Solenis’ $1.85 billion equivalent of senior secured credit facilities include a $200 million multi-currency revolver (B2/B-).

Citigroup Global Markets Inc., Bank of America Merrill Lynch, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Natixis, RBC Capital Markets, Macquarie Capital (USA) Inc. and ING are leading the deal, with Citi left on the first-lien debt and Bank of America left on the second-lien debt. Citi is the administrative agent on the revolver and first-lien term loan and Credit Suisse is the agent on the second-lien loan.

Commitments are due at noon ET on Friday for the U.S. first-lien term loan, at noon UK time on Friday for the euro first-lien term loan and at 5 p.m. ET on Friday for the second-lien term loan, the source added.

The new debt will be used to refinance existing credit facilities in preparation for the combination with BASF’s paper and water chemicals business.

Solenis is a Wilmington, Del.-based producer of specialty chemicals for water intensive industries, including the pulp, paper, oil and gas, chemical processing, mining, biorefining, power and municipal markets.

Installed Building revised

Installed Building Products raised pricing on its fungible $100 million incremental term loan B (B1/BB) due April 15, 2025 and extended $298 million term loan B (B1/BB) due April 15, 2025 to Libor plus 250 bps from Libor plus 225 bps, a market source remarked.

As before, the term loan debt has a 1% Libor floor, an original issue discount of 99.875 for new money and an amendment fee of 12.5 bps for existing money

Commitments are due at noon ET on Thursday, the source added.

RBC Capital Markets, Jefferies LLC and SunTrust Robinson Humphrey Inc. are leading the deal.

The incremental loan will be used for future acquisitions, and the existing term loan is being extended from April 2024 but no longer repricing down from the current rate of Libor plus 250 bps with a 1% Libor floor.

Pro forma total leverage is 3 times, and net leverage is 2.1 times.

Installed Building Products is a Columbus, Ohio-based installer of insulation products.

Sound Inpatient accelerated

Sound Inpatient Physicians moved up the commitment deadline on its $835 million of credit facilities to Friday from June 20, a market source said.

The facilities consist of a $75 million revolver (Ba3/B), a $545 million seven-year first-lien term loan (Ba3/B) and a $215 million eight-year second-lien term loan (B3/CCC+).

Talk on the first-lien 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, and talk on the second-lien term loan is Libor plus 700 bps to 725 bps with a 0% Libor floor, a discount of 99 and call protection of 102 in year one and 101 in year two.

Goldman Sachs Bank USA, Jefferies LLC, Credit Suisse Securities (USA) LLC and Nomura are leading the deal, with Goldman left on the first-lien and Jefferies left on the second-lien.

Proceeds will be used to fund the buyout of the company by Summit Partners and OptumHealth Holdings for about $2.15 billion from Fresenius Medical Care.

Closing is expected late this year, subject to regulatory approvals.

Sound Inpatient is a Tacoma, Wash.-based provider of hospital medicine and services across the acute episode of care.

St. George’s guidance

Also in the primary market, St. George’s University held its lender call on Wednesday and announced price talk of Libor plus 350 bps to 375 bps with a 0% Libor floor and an original issue discount of 99.5 on its $675 million seven-year term loan B and $210 million delayed-draw term loan B, according to a market source.

The term loan has 101 soft call protection for six months, and the delayed-draw term loan has an availability period of 12 months and a ticking fee of half the spread from days 61 to 120 and the full spread thereafter, the source said.

Commitments are due at 5 p.m. ET on June 21.

Goldman Sachs Bank USA, Macquarie Capital (USA) Inc., Credit Suisse Securities (USA) LLC, Morgan Stanley Senior Funding Inc., Deutsche Bank Securities Inc. and HSBC Securities (USA) Inc. are leading the $885 million in term loans that will be used to refinance an existing term loan B and fund an acquisition.

St. George’s is a Grenada, West Indies-based educational institution providing students with medical degrees as well as veterinary and liberal arts graduate and undergraduate degrees.

Invenergy floats terms

Invenergy Thermal Operating came out with talk of Libor plus 375 bps with a 0% Libor floor and an original issue discount of 99.5 on its $350 million seven-year first-lien term loan (Ba2) that launched with a morning bank meeting, a market source remarked.

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

Commitments are due at 5 p.m. ET on June 27.

Credit Suisse Securities (USA) LLC and Goldman Sachs Bank USA are leading the deal that will be used to refinance existing debt.

Invenergy is a Chicago-based operator of power generation facilities.

Aveanna reveals talk

Aveanna Healthcare held its lender call, launching its $171 million incremental first-lien term loan B and $50 million first-lien delayed-draw term loan B, which are offered as pro rata strip, at talk of Libor plus 525 bps with a 1% Libor floor and an original issue discount of 98, according to a market source.

The term loan has 101 soft call protection for six months, and the delayed-draw term loan has availability of 12 months and a ticking fee of half the margin from days 0 to 30 and the full margin thereafter, the source said.

Commitments are due at 5 p.m. ET on June 26.

Barclays and BMO Capital Markets are leading the $221 million in term loans that will be used to fund the acquisition of Premier Healthcare Services LLC.

Closing is expected in mid to late June.

Bain Capital is the sponsor.

Aveanna Healthcare is an Atlanta-based pediatric home health care company. Premier Healthcare is a Pasadena, Calif.-based provider of pediatric services.

DXP launches

DXP Enterprises released talk of Libor plus 450 bps to 475 bps with a 1% Libor floor, a par issue price and 101 soft call protection for six months on its $248.75 million senior secured term loan due August 2023 that launched with an afternoon call, a market source said.

Commitments are due on June 20, the source added.

Goldman Sachs Bank USA is leading the deal that will be used to reprice an existing term loan down from Libor plus 550 bps with a 1% Libor floor.

DXP is a Houston-based provider of maintenance, repair, operating products, equipment and services to industrial customers.

Stars coming soon

Stars Group scheduled a bank meeting in London for Friday and a bank meeting at 10:30 a.m. ET in New York for Monday to launch a $4,975,000,000 equivalent seven-year covenant-light term loan B that is split between a U.S. dollar tranche, a €1 billion tranche and a £400 million tranche, according to a market source.

The term loan B has 101 soft call protection for six months, the source said.

Commitments are due at the close of business on June 28.

Deutsche Bank Securities Inc., Morgan Stanley Senior Funding Inc., Goldman Sachs Bank USA, Macquarie Capital (USA) Inc., Barclays, BMO Capital Markets and J.P. Morgan Securities LLC are leading the deal that will be used to help fund the acquisition of Sky Betting & Gaming from CVC Capital Partners and Sky plc for about $4.7 billion, of which $3.6 billion is payable in cash and the remainder is payable in around 37.9 million newly issued common shares.

Closing is expected in the third quarter, subject to regulatory approvals and customary conditions.

Stars Group is a Toronto-based provider of technology-based products and services in the gaming and interactive entertainment industries. Sky Betting is an online betting and gaming company.

Ufinet readies deal

Ufinet International set a bank meeting for 2:30 p.m. ET in New York on Thursday to launch a $525 million seven-year covenant-light first-lien term loan that has 101 soft call protection for six months, according to a market source.

Commitments are due at 5 p.m. ET on June 27, the source said.

Credit Suisse Securities (USA) LLC, UBS Investment Bank, Natixis, Bank of Nova Scotia and Santander are leading the deal that, which will be used to fund the acquisition of the company by Cinven’s Sixth Cinven Fund.

Ufinet is a Madrid-based provider of fiber infrastructure and transmission services to telecom operators across 14 countries including Colombia, Panama, Guatemala and Costa Rica.

AOC/Aliancys on deck

AOC/Aliancys will hold a bank meeting at 1 p.m. ET in New York on Thursday to launch a new loan deal, a market source remarked.

Citigroup Global Markets Inc. is leading the deal that will be used to fund the acquisition of AOC LLC by CVC Capital Partners and merger of AOC with a portion of the Aliancys company.

Closing is subject to customary regulatory approvals.

AOC is a Collierville, Tenn.-based producer of resin chemistries for composites and cast polymer applications. Aliancys, a CVC portfolio company and joint venture with Royal DSM, is a Schaffhausen, Switzerland-based manufacturer of quality resins.

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