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Published on 6/19/2017 in the Prospect News Bank Loan Daily.

Veritas Technologies breaks; Surgery Center, Switch, Atkins, Zelis Healthcare updates emerge

By Sara Rosenberg

New York, June 19 – Veritas Technologies Corp.’s U.S. first-lien term loan made its way into the secondary market on Monday with levels quoted above its original issue discount.

Meanwhile, in the primary market, Surgery Center Holdings Inc. firmed the spread on its term loan at the low end of talk, added a step-down and modified the original issue discount, and Switch Ltd. upsized its term loan B and revolver and trimmed pricing on its term loan B while also adding a step-down and adjusting the issue price.

Also, Atkins Nutritionals Inc. finalized pricing on its term loan B at the tight side of guidance, Zelis Healthcare tightened the spread and original issue discount on its term loan B and DHX Media Ltd. accelerated the commitment deadline on its term loan B.

Furthermore, PDC Brands (Parfums Holding Co. Inc.), Ascend Learning LLC, New Media Investment Group Inc., Central Security Group Inc., Intrawest Resorts Holdings Inc. (Hawk Holding Co. LLC) and Global Brass and Copper Holdings Inc. released price talk with launch, and ProQuest LLC, Bowlmor AMF and Venator Materials plc joined this week’s primary calendar.

Veritas frees up

Veritas Technologies’ $1,948,000,000 covenant-light term loan due January 2023 began trading on Monday, with levels quoted at 99 7/8 bid, par ¼ offered on the break and then it moved up to par bid, par 3/8 offered, according to a trader.

Pricing on the loan is Libor plus 450 basis points with a 1% Libor floor, and it was sold at an original issue discount of 99.625. The debt has 101 soft call protection for six months.

The company is also getting a €900 million covenant-light term loan due January 2023 priced at Euribor plus 450 bps with a 1% floor, and issued at par. This tranche has 101 soft call protection for six months as well.

During syndication, pricing on the term loans firmed at the low end of the Libor/Euribor plus 450 bps to 475 bps talk, the discount on the U.S. loan was set at the midpoint of the 99.5 to 99.75 talk and the issue price on the euro loan was tightened from talk of 99.5 to 99.75.

Bank of America Merrill Lynch, Morgan Stanley Senior Funding Inc., UBS Investment Bank and Jefferies LLC are leading the deal (B+) that will be used to help refinance existing term loans.

Veritas is a Mountain View, Calif.-based provider of storage and server management software solutions.

Surgery Center revised

Moving to the primary market, Surgery Center finalized pricing on its $1.29 billion seven-year senior secured covenant-light term loan at Libor plus 325 bps, the low end of the Libor plus 325 bps to 350 bps talk, added a step-down to Libor plus 300 bps at 0.25 times inside closing net secured leverage and moved the original issue discount to 99.75 from 99.5, according to a market source.

As before, the term loan has a 1% Libor floor and 101 soft call protection for six months.

The company’s $1,365,000,000 of senior secured credit facilities (B1/B) also include a $75 million five-year revolver.

Recommitments were due at 3 p.m. ET on Monday, the source said.

Jefferies LLC and KKR Capital Markets are leading the deal.

Surgery funding acquisition

Proceeds from Surgery Center’s credit facilities and $370 million of bonds, upsized from $335 million, will be used to help fund the acquisition of National Surgical Healthcare Inc. from Irving Place Capital for about $760 million and to refinance an existing term loan.

In connection with the transaction, Bain Capital Private Equity will acquire H.I.G. Capital’s existing equity stake in Surgery Partners, and will contribute preferred equity.

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

Surgery Center is a Nashville-based health care services company. National Surgical is a Chicago-based owner and operator of surgical facilities in partnership with local physicians.

Switch changes surface

Switch lifted its seven-year covenant-light term loan B to $600 million from $500 million, lowered pricing to Libor plus 275 bps from talk of Libor plus 300 bps to 325 bps, added a step-down to Libor plus 250 bps when total leverage is less than 4 times and revised the original issue discount to 99.75 from 99.5, a market source said.

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

The company’s now $1.1 billion of credit facilities (B1/BBB-) also include a $500 million revolver that was upsized from $450 million, the source continued.

Recommitments are due by noon ET on Tuesday, the source added.

BMO Capital Markets, Wells Fargo Securities LLC, Goldman Sachs and J.P. Morgan Securities LLC are leading the deal that will be used to refinance existing debt, to fund a dividend and for general corporate purposes.

Switch is a Las Vegas-based developer and operator of data centers.

Atkins updates deal

Atkins Nutritionals firmed pricing on its $200 million seven-year senior secured covenant-light term loan B at Libor plus 400 bps, the low end of the Libor plus 400 bps to 425 bps talk, set the original issue discount at 99.5, the tight end of the 99 to 99.5 talk, and modified the MFN to remove both the 12 month sunset and the 12 month maturity carve-out, according to a market source.

As before, the term loan has a 1% Libor floor and 101 soft call protection for six months.

The company’s $275 million of credit facilities (B1/BB-) also include a $75 million five-year revolver.

Recommitments are due at noon ET on Tuesday, the source added.

Barclays and Goldman Sachs Bank USA are leading the deal that will be used to help fund the combination of Conyers Park Acquisition Corp., a special purpose acquisition company that will contribute cash for the transaction, with Atkins under a new holding company, Simply Good Foods Co. The selling shareholders will be paid $628 million in cash and issued about 10 million rollover shares at close.

Pro forma net first-lien and net total leverage are 2.2 times.

Atkins is a Denver-based developer, marketer and seller of nutritional foods and snacking products.

Zelis reworks pricing

Zelis Healthcare cut pricing on its $325 million seven-year covenant-light term loan B to Libor plus 325 bps from revised talk of Libor plus 350 bps and initial talk in the range of Libor plus 350 bps to 375 bps talk, and tightened the original issue discount to 99.875 from revised talk of 99.75 and initial talk in the range of 99.5 to 99.75, a market source remarked.

The term loan still has a 1% Libor floor and 101 soft call protection for six months.

The company’s $350 million of credit facilities (B2/B+) also include a $25 million revolver.

SunTrust Robinson Humphrey Inc. is leading the deal that will be used to refinance existing debt.

Zelis Healthcare, a Parthenon Capital Partners portfolio company, is a Bedminster, N.J.-based health care information technology company and provider of end-to-end health care claims cost management and payments solutions.

DHX moves deadline

DHX Media accelerated the commitment deadline on its $480 million 6.5-year term loan B to 5 p.m. ET on Tuesday from Thursday, a market source said.

Talk on the term loan B is Libor plus 400 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

The company’s $510 million of credit facilities also include a $30 million five-year revolver.

RBC Capital Markets LLC and Jefferies Finance LLC are leading the deal that will be used to help fund the acquisition of the entertainment division of Iconix Brand Group Inc., which includes an 80% controlling interest in Peanuts and 100% of Strawberry Shortcake, for $345 million, and to refinance existing debt. The remaining 20% interest in Peanuts will continue to be held by members of the family of Charles M. Schulz.

Closing is expected on or around June 30, subject to approval under the Hart-Scott-Rodino Antitrust Improvements Act and other customary conditions.

DHX is a Halifax, Nova Scotia-based children’s content and brands company.

PDC releases guidance

Also in the primary market, PDC Brands held its bank meeting on Monday afternoon, and with the event, price talk on its $530 million seven-year first-lien term loan B (B2/B) and $220 million eight-year second-lien term loan (Caa2/CCC+) was announced, according to a market source.

Talk on the first-lien term loan is Libor plus 425 bps to 450 bps with a 1% Libor floor and an original issue discount of 99 to 99.5, and talk on the second-lien term loan is Libor plus 800 bps to 825 bps with a 1% Libor floor and a discount of 98.5, the source said.

The first-lien term loan has 101 soft call protection for six months and the second-lien term loan has hard call protection of 102 in year one and 101 in year two.

The company’s $815 million of credit facilities also provide for a $65 million five-year revolver (B2/B).

Commitments are due at noon ET on June 28, the source added.

PDC lead banks

Nomura, Jefferies LLC and Macquarie Capital (USA) Inc. are leading PDC’s credit facilities, with Nomura left lead on the revolver and term loan B and Jefferies left lead on the second-lien loan.

Proceeds will be used to help fund the buyout of the company by CVC Capital Partners from Yellow Wood Partners and to refinance existing debt.

Closing on the buyout is expected this month, subject to approval by the relevant competition authorities.

PDC is a Stamford, Conn.-based beauty and personal care products company.

Ascend discloses talk

Ascend Learning came out with talk of Libor plus 325 bps to 350 bps with a 1% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months on its $700 million seven-year covenant-light term loan B that launched with an afternoon bank meeting, a market source remarked.

The company’s $825 million of credit facilities (B2/B+) also include a $125 million five-year revolver.

Commitments are due at 5 p.m. ET on June 28, the source added.

Barclays, Bank of America Merrill Lynch, Deutsche Bank Securities Inc., Morgan Stanley Senior Funding Inc. and RBC Capital Markets are leading the deal that will be used to help fund the buyout of the company by Blackstone and Canada Pension Plan Investment Board from Providence Equity Partners and Ontario Teachers’ Pension Plan.

Closing is subject to customary conditions and regulatory approvals.

Ascend Learning is a provider of educational content, software and analytics solutions.

New Media floats OID

New Media Investment Group held its lender call, launching its $30 million incremental term loan due June 2023 with original issue discount talk of 99 and the extension of its existing term loan to June 2023 from June 2020 with a 50 bps extension fee, according to a market source.

The incremental loan and extended loan will be collapsed into one tranche priced at Libor plus 625 bps with a 1% Libor floor, which is the same as current pricing on the term loan.

The term loan debt will get 101 soft call protection for six months, the source said.

Commitments are due end of day on June 26.

Citizens Bank is the lead on the deal.

The incremental loan will be used for general corporate purposes.

New Media is a New York-based publisher of locally based print and online media.

Central Security holds call

Central Security Group surfaced in the morning with plans to hold a lender call at 2 p.m. ET to launch a $40 million incremental first-lien term loan due Oct. 6, 2021 talked at Libor plus 562.5 bps with a 1% Libor floor, an original issue discount of 99.5 to 99.75 and 101 soft call protection for six months, a market source said.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to pay down revolving credit facility borrowings.

In connection with the incremental loan, the company is seeking to extend the maturity of its existing term loan to Oct. 6, 2021 from Oct. 6, 2020, the source said.

Lenders are being offered a 12.5 amendment fee.

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

Central Security is a Tulsa, Okla.-based provider of alarm monitoring services.

Intrawest comes to market

Intrawest Resorts held its bank meeting on Monday, launching a $1.36 billion equivalent U.S. and Canadian seven-year first-lien term loan B (B2), according to a market source.

Talk on the U.S. term loan tranche is Libor plus 325 bps to 350 bps and talk on the Canadian term loan tranche is BA plus 375 bps to 400 bps, with both having a 1% floor, an original issue discount of 99.5 and 101 soft call protection for six months, the source said.

Commitments are due at noon ET on June 29.

J.P. Morgan Securities LLC, Bank of America Merrill Lynch, Wells Fargo Securities LLC, Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc. and U.S. Bank NA are leading the deal that will be used with equity to fund the acquisition of Intrawest by Aspen Skiing Co. LLC and KSL Capital Partners LLC for $23.75 in cash per share and to refinance existing debt. The transaction has a total valuation of about $1.5 billion including debt obligations to be assumed or refinanced net of cash at closing.

Closing is expected at the end of the third quarter, subject to certain conditions and regulatory approvals.

Intrawest is a Denver-based mountain resort and adventure company. Aspen Skiing is an Aspen, Colo.-based owner and operator of the four mountains of Aspen Snowmass and hospitality properties.

Global Brass launches

Global Brass and Copper launched on a lender call during the session a $318 million term loan B talked at Libor plus 300 bps to 325 bps with a 1% Libor floor, a par issue price and 101 soft call protection for six months, a market source remarked.

J.P. Morgan Securities LLC is leading the deal that will be used to reprice an existing term loan down from Libor plus 425 bps with a 1% Libor floor.

Global Brass is a Schaumburg, Ill.-based converter, fabricator, processor and distributor of specialized non-ferrous products.

ProQuest on deck

ProQuest set a lender call for 1 p.m. ET on Wednesday to launch a repricing of its $718 million first-lien term loan, according to a market source.

Commitments are due at noon ET on June 29, the source said.

Goldman Sachs Bank USA is leading the deal.

ProQuest is an Ann Arbor, Mich.-based provider of digital content and Software as a Service solutions primarily for the academic community.

Bowlmor coming soon

Bowlmor AMF scheduled a bank meeting for Tuesday to launch $695 million in term loans, a market source said.

The debt consists of a $535 million first-lien term loan and a $160 million second-lien term loan, the source added.

J.P. Morgan Securities LLC and Credit Suisse Securities (USA) LLC are leading the deal that will be used to help fund the buyout of the company by Atairos Group Inc. from a group of previous investors led by Cerberus Capital Management LP.

Bowlmor AMF is a New York-based operator of bowling centers.

Venator sets meeting

Venator Materials will hold a bank meeting on Tuesday to launch a $350 million term loan B, according to a market source.

J.P. Morgan Securities LLC is leading the deal that will be used to help fund the spin-off of the company from Huntsman Corp.

Venator is a manufacturer and marketer of chemical products comprising a range of pigments and additives to color and protect buildings and reduce energy consumption.

Jacuzzi readies allocations

In other news, Jacuzzi Brands LLC is targeting allocating its $170 million six-year term loan B (B3/B) on Tuesday as the deal cleared at initial terms, a market source said.

Pricing on the loan is Libor plus 700 bps with a 1% Libor floor and an original issue discount of 98, and it has call protection of 102 in year one and 101 in year two.

Nomura and Citizens Bank are leading the deal that will be used to refinance existing debt and to fund an acquisition.

Jacuzzi Brands is a Chino Hills, Calif.-based manufacturer and distributor of branded bath and plumbing products.


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