Capital Safety, SunGard, PQ, National Response break; CRC, Atkore, Gypsum update deals

By Sara Rosenberg

New York, March 26 - Capital Safety North America Holdings Inc. lowered pricing on its first- and second-lien term loans, tightened offer prices and then the debt made its way into the secondary market on Wednesday.

Also, SunGard Availability Services, PQ Corp. and National Response Corp. freed to trade, and HUB International Ltd.'s term loan levels were a touch softer on repricing and expansion news.

In more happenings, CRC Health Corp. raised spread on its first- and second-lien term loans, while also sweetening original issue discounts and call protection on the tranches, and Atkore International Inc. cut pricing on its term loans and extended the call protection on the first-lien tranche.

Gypsum Management and Supply Inc. (GYP Holdings III Corp.) lifted pricing on its first-lien term loan but reduced pricing on its second-lien term loan.

Libbey Glass Inc., Signode Industrial (Industrial Packaging Group) and Twin River Management Group Inc. disclosed talk with launch.

Furthermore, Caesars Growth Properties Holdings LLC revealed timing and price talk on its deal, Minerals Technologies Inc. came out with its bank meeting date, and Kate Spade & Co., Wall Street Systems Delaware Inc. and Websense Inc. emerged with new loan plans.

Capital Safety revised

Capital Safety cut the spread on its $700 million seven-year first-lien term loan (B1/B) to Libor plus 300 basis points from Libor plus 325 bps, added a step-down to Libor plus 275 bps at 4.5 times leverage, and changed the original issue discount to 99 7/8 from 993/4, while keeping the 1% Libor floor and 101 soft call protection for six months intact, according to a market source.

Additionally, pricing on the $135 million eight-year second-lien term loan (Caa1/CCC+) was reduced to Libor plus 550 bps from Libor plus 625 bps, and the discount was moved to 99 7/8 from 991/2, the source said, adding that the debt still has a 1% Libor floor and call protection of 102 in year one and 101 in year two.

Recommitments were due at 12:30 p.m. ET on Wednesday, and with final terms in place the deal was able to allocate and begin trading in the afternoon.

Capital Safety levels

Upon freeing up in the secondary, Capital Safety's first-lien term loan was quoted at par 1/8 bid, par 3/8 offered and its second-lien term loan was quoted at par ½ bid, 101½ offered, a trader said.

UBS Securities LLC, Morgan Stanley Senior Funding Inc., Goldman Sachs Bank USA, Mizuho Securities USA Inc. and KKR Capital Markets are leading the company's $900 million credit facility, which also includes a $65 million five-year revolver (B1/B).

Proceeds will be used to repay existing debt and fund a distribution to shareholders.

Capital Safety is a Red Wing, Minn.-based provider of fall protection, confined space and rescue equipment.

SunGard frees up

Another deal to break was SunGard Availability Services, with levels on the $1,025,000,000 five-year term loan quoted at par bid, par ½ offered, according to a trader.

Pricing on the term loan is Libor plus 500 bps with a 1% Libor floor and the debt was sold at 991/2. There is 101 soft call protection for one year.

During syndication, pricing on the loan was raised from Libor plus 450 bps and the discount firmed at the tight end of revised talk of 99 to 991/2, but in line with initial talk.

The company's $1,275,000,000 credit facility (Ba3/BB-) also provides for a $250 million revolver.

J.P. Morgan Securities LLC is the left lead on the deal that will be used with $425 million in bonds to fund the company's spinoff from SunGard Data Systems Inc. to existing stockholders, including private equity owners.

Closing is expected as early as this quarter, subject to customary conditions.

SunGard Availability Services is a Wayne, Pa.-based provider of disaster recovery services, managed IT services, information availability consulting services and business continuity management software.

PQ tops par

PQ's $1,223,000,000 first-lien term loan due August 2017 began trading as well, with levels seen at par 1/8 bid, par 5/8 offered, according to a market source.

Pricing on the loan is Libor plus 300 bps with a 1% Libor floor and it was issued at par. There is 101 soft call protection for one year that was extended during syndication from six months.

Credit Suisse Securities (USA) LLC and J.P. Morgan Securities LLC are leading the deal that will be used to reprice an existing term loan from Libor plus 350 bps with a 1% Libor floor.

PQ is a Malvern, Pa.-based producer of specialty inorganic performance chemicals and catalysts.

National Response breaks

National Response's credit facility hit the secondary market too, with the $157 million term loan quoted at par ½ bid, 101 offered, a trader remarked.

Pricing on the term loan is Libor plus 450 bps with a 1% Libor floor, and it was sold at a discount of 99½ for new money and 99¾ for existing money. There is 101 soft call protection for one year.

During syndication, the term loan was upsized from $147 million, pricing was lifted from Libor plus 400 bps, the offer price on existing money was revised from par and the call protection as extended from six months.

The company's $172 million credit facility (B2/B) also includes a $15 million revolver.

BNP Paribas Securities Corp. is leading the deal that will be used to fund acquisitions, and, as a result of the recent term loan upsizing, to fund a dividend.

National Response is a Great River, N.Y.-based provider of United States Oil Pollution Act of 1990 regulatory compliance and emergency response services and diversified environmental, industrial and emergency response services.

HUB weakens

Also in trading, HUB International's term loan dipped to par bid, par ¼ offered from par 1/8 bid, par 5/8 offered after investors were told that the company would be coming to market with a repricing and upsizing of the debt, according to a trader.

The proposed $1,951,000,000 senior secured term loan will launch with a call at 3 p.m. ET on Thursday, another source said.

Of the total term loan amount, $90 million is an add-on and the remainder is to reprice the existing term loan from Libor plus 375 bps with a 1% Libor floor.

Morgan Stanley Senior Funding Inc., Bank of America Merrill Lynch and RBC Capital Markets are leading the deal for the Chicago-based insurance brokerage.

CRC reworks deal

Back in the primary, CRC Health raised pricing on its $475 million seven-year first-lien term loan (B1/B) to Libor plus 425 bps from talk of Libor plus 375 bps to 400 bps, moved the original issue discount to 99 from 99½ and extended the 101 soft call protection to one year from six months, according to market sources. The 1% Libor floor was unchanged.

Also, price talk on the $300 million second-lien 71/2-year term loan (Caa1/CCC+) was changed to Libor plus 800 bps to 825 bps from Libor plus 725 bps, the discount widened to 98 from 99, and the call protection was modified to 103 in year one, 102 in year two and 101 in year three from 102 in year one and 101 in year two, sources said. This tranche still has a 1% Libor floor.

In addition, the term loans went from having no financial covenants to having a net opco leverage covenant, the accordion feature was adjusted, and both the 18-month MFN sunset provision and change-of-control carve-out were removed.

CRC getting revolver

Along with the term loans, CRC Health's $840 million credit facility includes a $65 million five-year revolver (B1/B).

Recommitments were due at 5 p.m. ET on Wednesday, sources added.

Citigroup Global Markets Inc. (left on first-lien) and Credit Suisse Securities (USA) LLC (left on second-lien) are leading the deal that will be used to refinance existing debt.

The company previously said that it plans to refinance all of the outstanding debt under its existing senior secured credit agreement and senior subordinated bonds and to retire a portion of its parent company debt.

Closing is expected on March 28.

CRC is a Cupertino, Calif.-based operator of addiction recovery centers.

Atkore changes surface

Atkore reduced pricing on its $420 million seven-year first-lien covenant-light term loan (B3/B) to Libor plus 350 bps from Libor plus 400 bps while pushing out the 101 soft call protection to one year from six months, and cut the spread on its $250 million 71/2-year second-lien covenant-light term loan (Caa2/CCC+) to Libor plus 675 bps from Libor plus 725 bps, a market source said.

The first-lien term loan still has a 1% Libor floor and an original issue discount of 991/2, and the second-lien term loan still has a 1% Libor floor, a discount of 99, and call protection of 102 in year one and 101 in year two.

Recommitments were due at 2 p.m. ET on Wednesday, the source added.

Deutsche Bank Securities Inc., UBS Securities LLC, Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, RBS Securities Inc. and Wells Fargo Securities LLC are leading the $670 million deal that will fund the acquisition of the remaining 37% of Atkore by Clayton, Dubilier & Rice and refinance existing debt.

Atkore is a Harvey, Ill.-based manufacturer of primarily non-residential building products.

Gypsum tweaks pricing

Gypsum Management and Supply increased the spread on its $390 million seven-year first-lien covenant-light term loan (B3/B) to Libor plus 375 bps from Libor plus 350 bps, and decreased the spread on its $160 million eight-year second-lien covenant-light term loan (Caa2/CCC+) to Libor plus 675 bps from Libor plus 700 bps, according to a market source.

The first-lien term loan still has a 1% Libor floor, an original issue discount of 99½ and 101 soft call protection for six months, and the second-lien term loan still has a 1% Libor floor, a discount of 99 and call protection of 102 in year one and 101 in year two.

Recommitments were due at 5 p.m. ET on Wednesday, the source remarked.

Credit Suisse Securities (USA) LLC, RBC Capital Markets and UBS Securities LLC are leading the term loans that will be used to help fund the buyout of the company by AEA Investors.

The Tucker, Ga.-based distributor of drywall, acoustical and other specialty building materials is also getting a $200 million ABL revolver led by RBC as part of its $750 million credit facility.

Libbey terms revealed

Also on the new deal front, Libbey Glass held its bank meeting on Wednesday, launching a $440 million seven-year senior secured covenant-light term loan B with talk of Libor plus 325 bps with a 1% Libor floor, an original issue discount of 99½ and 101 soft call protection for six months, a market source said.

Commitments are due at 5 p.m. ET on April 2 and closings is expected on April 9, the source added.

Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Barclays and Fifth Third Securities Inc. are leading the deal that will be used to refinance senior secured notes.

Libbey is a Toledo, Ohio-based manufacturer of glass tableware.

Signode sets guidance

Signode disclosed talk of Libor plus 300 bps to 325 bps on its $1.35 billion U.S. term loan and Euribor plus 325 bps to 350 bps on its $400 million euro equivalent term loan with its New York bank meeting, a source said. Both tranches have a 1% floor, an original issue discount of 99½ and 101 soft call protection for six months.

A bank meeting for European investors will take place in London on Thursday.

J.P. Morgan Securities LLC, Goldman Sachs Bank USA, Bank of America Merrill Lynch, Barclays, Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC are leading the $1.75 billion of term loans (B1) that will be used with equity to fund the $3.2 billion buyout of the company by Carlyle Group from Illinois Tool Works Inc.

Closing is expected in the middle of this year, subject to customary regulatory approvals.

Signode is a Glenview, Ill.-based manufacturer of strap, stretch and protective packaging for consumables, tools and equipment.

Twin River discloses talk

Twin River Management Group came out with talk of Libor plus 375 bps with a 1% Libor floor and an original issue discount of 99½ on its $480 million seven-year covenant-light term loan B that launched during the session, according to a market source. There is a ticking fee of half the spread starting on day 46.

As reported earlier, the term loan has 101 soft call protection for six months.

Commitments for the $520 million credit facility (B1), which also includes a $40 million five-year revolver, are due on April 8, the source said.

Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC and Jefferies Finance LLC are leading the deal that will be used to refinance an existing term loan and fund the acquisition of the Hard Rock Hotel & Casino in Biloxi, Miss., for $250 million, subject to adjustments, from Leucadia National Corp.

Closing is expected by June, subject to regulatory approvals.

Twin River is an owner and operator of casino resorts.

Caesars details emerge

Caesars Growth Properties set a bank meeting for 11 a.m. ET in New York on Thursday to launch its previously announced $1,325,000,000 senior secured credit facility that consists of a $150 million revolver and a $1,175,000,000 seven-year first-lien term loan, according to a market source.

Also, talk on the term loan came out at Libor plus 575 bps with a 1% Libor floor, an original issue discount of 99 and call protection of non-callable for one year, then at 101 in year two, the source remarked.

Commitments are due on April 8.

Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Deutsche Bank Securities Inc., UBS Securities LLC, J.P. Morgan Securities LLC, Morgan Stanley Senior Funding Inc., Macquarie Capital and Nomura are leading the deal.

Caesars funding acquisition

Proceeds from Caesars Growth Properties' credit facility will be used to help finance the purchase of Bally's Las Vegas, the Cromwell, the Quad Resort & Casino and Harrah's New Orleans from Caesars Entertainment Corp. for $2.2 billion, including assumed debt of $185 million and committed project capital expenditures of $223 million, and to refinance Planet Hollywood Resort & Casino's existing debt.

Other funds for the transaction are expected to come from $675 million of second-lien debt, based on recent regulatory filings.

Closing is expected in the second quarter, subject to certain conditions, including the receipt of required regulatory approvals.

Caesars Growth Partners is a Las Vegas-based casino asset and entertainment company.

Minerals Technologies timing

Minerals Technologies disclosed timing on the launch of its $1.76 billion senior secured credit facility, with the bank meeting planned to take place on Monday, according to sources.

The facility consists of a $200 million five-year revolver and a $1.56 billion seven-year covenant-light term loan.

Based on recent filings with the Securities and Exchange Commission, revolver pricing is expected at Libor plus 175 bps with a commitment fee that can range from 25 bps to 30 bps based on ratings and an upfront fee of 37.5 bps, and the term loan is expected somewhere in the range of Libor plus 225 bps to 275 bps based on corporate credit ratings with a 25 bps step-down if net leverage is less than 2.5 times, a 0.75% Libor floor, an original issue discount of 99½ and 101 soft call protection for six months.

J.P. Morgan Securities LLC is leading the deal.

Minerals buying Amcol

Proceeds from Minerals Technologies' credit facility and cash on hand will be used to fund the purchase of Amcol International Corp. for $45.75 per share in cash, for a total value of about $1.7 billion.

Closing is expected in the first half of this year, subject to customary conditions.

Minerals Technologies is a New York-based resource- and technology-based growth company that develops, produces and markets specialty mineral, mineral-based and synthetic mineral products and related systems and services. Amcol is a Hoffman Estates, Ill.-based producer and marketer of specialty minerals and materials used for industrial, environmental and consumer-related applications.

Kate Spade coming soon

Kate Spade & Co. scheduled a bank meeting for Thursday to launch a $400 million covenant-light term loan B, sources said.

Bank of America Merrill Lynch, J.P. Morgan Securities LLC, Wells Fargo Securities LLC and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to refinance some bonds and pay down ABL credit facility debt.

Kate Spade is a New York-based designer and marketer of accessories and apparel.

Wall Street on deck

Wall Street Systems set a call for 10 a.m. ET on Friday to launch a $490 million credit facility, according to a market source.

The facility consists of a $40 million five-year revolver, and a $450 million seven-year covenant-light term loan B that has 101 soft call protection for six months, the source said.

Deutsche Bank Securities Inc. is leading the deal.

Proceeds will be used to refinance an existing senior secured credit facility and repay debt, the source added.

Wall Street Systems is a provider of treasury management, central banking and FX trade processing services with U.S. headquarters in New York.

Websense plans add-on

Websense will hold a call at 2 p.m. ET on Thursday to launch a fungible $80 million add-on first-lien term loan due June 2020 priced at Libor plus 350 bps with a 1% Libor floor, according to a market source.

The add-on term loan, as well as the existing first-lien term loan, will have 101 soft call protection for six months, the source said.

RBC Capital Markets is leading the deal that will be used to repay a shareholder loan.

With the add-on, the company is seeking an amendment to its existing credit facility to allow for the new debt, reset the second-lien term loan call protection at 102 in year one and 101 in year two from closing of the amendment, and name RBC as the administrative agent on the first-lien loan, replacing J.P. Morgan Securities LLC.

First-lien lenders are being offered a 12.5 bps amendment fee and second-lien lenders are being offered a 25 bps amendment fee, the source added.

Websense is a San Diego-based provider of web security, e-mail security, mobile security and data loss prevention.

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