Envision, NorthRiver, DigiCert break; Messer Industries, Kymera, Bomgar revisions surface

By Sara Rosenberg

New York, Sept. 28 – A couple of deals made their way into the secondary market on Friday, including Envision Healthcare Corp., NorthRiver Midstream Finance LP (Grizzly Acquisitions Inc.) and DigiCert Holdings Inc.

Switching to the primary market, Messer Industries lowered spreads on its U.S. and euro term loans for a second time and tightened issue prices, Kymera International raised pricing on its term loan, widened the original issue discount and extended the call protection, and Bomgar Corp. moved some funds between its incremental first-lien term loan and its incremental second-lien term loan, and tightened the issue price on the first-lien debt.

Furthermore, Dealogic came to market with a repricing transaction, and Allied Universal Holdco LLC, United Rentals (North America) Inc., SurveyMonkey and Holley Performance Products/Driven Performance Brands joined the near-term new issue calendar.

Envision starts trading

Envision Healthcare’s credit facilities freed to trade on Friday, with the $5.45 billion seven-year covenant-light first-lien term loan B quoted at par bid, par ½ offered, according to a trader.

Pricing on the term loan B is Libor plus 375 basis points with a 25 bps step-down at senior secured net leverage of less than 4.5 times and a 0% Libor floor. The debt was sold at an original issue discount of 99.75 and has 101 soft call protection for six months.

During syndication, the term loan was upsized from $5.05 billion, pricing was reduced from Libor plus 400 bps, the step-down was added and the discount was tightened from talk in the range of 99 to 99.5.

The company’s $6.3 billion of senior secured credit facilities also include a $550 million asset-based revolver and a $300 million five-year revolver.

Envision lead banks

Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Morgan Stanley Senior Funding Inc., Barclays, Goldman Sachs Bank USA, Jefferies LLC, UBS Investment Bank, RBC Capital Markets, Societe Generale, HSBC Securities (USA) Inc., Mizuho Bank, BMO Capital Markets, SunTrust Robinson Humphrey Inc., Credit Agricole and KKR Capital Markets are leading Envision’s credit facilities.

Proceeds will be used with equity and $1,225,000,000 of bonds, downsized from $1,625,000,000 with the recent term loan upsizing, to fund the buyout of the company by KKR for $46.00 per share in cash, or about $9.9 billion including the assumption or repayment of debt.

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

Envision is a Nashville, Tenn.-based provider of physician-led services and post-acute care and ambulatory surgery services.

NorthRiver frees up

NorthRiver Midstream’s $1 billion seven-year senior secured covenant-light term B (Ba3/BB+) began trading too, with levels quoted at par ¼ bid, par ¾ offered, a trader said.

Pricing on the term loan is Libor plus 325 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, pricing on the term loan was reduced from Libor plus 375 bps, the discount was modified from 99.5, the MFN sunset was extended to 18 months from six months, and the less than 3.5 times total net leverage ratio threshold with respect to asset sales under mandatory prepayments was removed.

Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, HSBC Securities (USA) Inc., CIBC, RBC Capital Markets and Bank of Nova Scotia are leading the deal that will be used to help fund the acquisition of Enbridge Inc.’s Western Canadian midstream business by Brookfield Infrastructure for a cash purchase price of C$4.31 billion, subject to customary closing adjustments and receipt of regulatory approvals.

A portion of the transaction is expected to close on Oct. 1 and the remainder is expected to close in the fourth quarter through third quarter 2019 timeframe.

NorthRiver is a Calgary, Alberta-based natural gas transportation and processing company.

DigiCert hits secondary

DigiCert’s $100 million add-on first-lien term loan due Oct. 31, 2024 and repriced $1,346,625,000 first-lien term loan due Oct. 31, 2024 broke as well, with levels seen at par ¼ bid, par 5/8 offered, according to a trader.

Pricing on the term loan debt is Libor plus 400 bps with a 0% Libor floor and it was issued at par.

During syndication, the spread on the term loan debt firmed at the high end of the Libor plus 375 bps to 400 bps talk.

UBS Investment Bank, Credit Suisse Securities (USA) LLC, Jefferies LLC, Goldman Sachs Bank USA and Macquarie Capital (USA) Inc. are leading the deal.

The add-on term loan will be used to repay some second-lien term loan borrowings, and the repricing will take the existing term loan down from Libor plus 475 bps with a 1% Libor floor.

DigiCert is a Lehi, Utah-based provider of scalable security solutions.

Messer flexes again

Moving to the primary market, Messer Industries cut pricing on its $2,225,000,000 seven-year first-lien term loan (B1/BB-) to Libor plus 250 bps from revised talk in the range of Libor plus 275 bps to 300 bps and initial talk in the range of Libor plus 325 bps to 350 bps, trimmed pricing on its $625 million equivalent euro-denominated seven-year first-lien term loan (B1/BB-) to Euribor plus 275 bps from revised talk in the range of Euribor plus 300 bps to 325 bps and initial talk in the range of Euribor plus 350 bps to 375 bps, and revised the original issue discount on both loans to 99.75 from 99.5, a market source said.

As before, the term loans have a 0% floor and 101 soft call protection for six months.

Recommitments were due at noon ET on Friday, the source added.

Goldman Sachs Bank USA is the lead bookrunner on the U.S. tranche, and UBS Investment Bank and Citigroup Global Markets Inc. are the lead bookrunners on the euro tranche. Managing lead arrangers are Goldman Sachs, UBS, Citigroup, ING, UniCredit, BNP Paribas, Deutsche Bank, Mizuho, Bayern LB and Helaba.

The new debt will be used to fund the acquisition by Messer Group and CVC Capital Partners of Linde AG’s gases business in North and South America for $3.3 billion.

Messer Industries is a new company formed by Linde North America’s gas assets and Messer Group’s Western European assets. The company will be owned 58% by Messer Group and 42% by CVC.

Kymera reworks loans

Kymera International lifted pricing on its $240 million seven-year covenant-light first-lien term loan (B2/B) to Libor plus 550 bps from talk in the range of Libor plus 500 bps to 525 bps, moved the original issue discount to 98.5 from 99 and extended the 101 soft call protection to one year from six months, while leaving the 0% Libor floor intact, according to a market source.

Furthermore, the sunset and carve-outs were removed from MFN so the loan has 50 bps MFN for life, the incremental was reduced to the greater of 75% of EBITDA and $37.5 million from 100% of EBITDA and $50 million, the “no worse” language related to leverage before a permitted acquisition was eliminated, the asset sale step-downs from mandatory prepayments were removed, and the excess cash flow sweep was modified to 75% with step-downs to 50%, 25% and 0% at 0.5 times, 1 time and 1.5 times inside closing net first-lien leverage, respectively, the source said.

The term loan has no pricing step-downs, the source continued.

Kymera getting revolver

In addition to the first-lien term loan, Kymera’s $275 million of credit facilities include a $35 million ABL revolver.

Recommitments were due at 5 p.m. ET on Friday, the source added.

Goldman Sachs Bank USA, HSBC Securities (USA) Inc. and KeyBanc Capital Markets are leading the deal that will be used to help fund the buyout of the company by Palladium Equity Partners.

Kymera is a Research Triangle Park, N.C.-based specialty materials company focused on the copper and aluminum metal powder industry.

Bomgar sets changes

Bomgar lifted its incremental first-lien term loan due April 17, 2025 to $335 million from $315 million and modified the original issue discount to 99.75 from 99.5, while keeping pricing at Libor plus 400 bps with a 0% Libor floor, according to a market source.

Additionally, the company scaled back its privately placed incremental second-lien term loan due April 19, 2026 to $104 million from $124 million, the source said.

Recommitments were due at end of business on Friday and allocations are targeted for Monday morning.

Jefferies LLC, RBC Capital Markets, Golub, Antares Capital, ING and Barings are leading the deal that will be used to fund the acquisition of BeyondTrust from Veritas Capital.

Closing is expected in October.

Bomgar, a Francisco Partners portfolio company, is an Atlanta-based provider of remote support and privileged access management solutions to enterprise customers. BeyondTrust is a Phoenix-based privilege-centric security company. The combined company will be based in Atlanta and will be called BeyondTrust.

Dealogic holds call

Also in the primary market, Dealogic hosted a lender call at 9 a.m. ET on Friday to launch a $641 million equivalent U.S. dollar and euro first-lien term loan due December 2024 talked at Libor/Euribor plus 350 bps with a 1% floor, a par issue price and 101 soft call protection for six months, a market source said.

The U.S and euro tranche sizes are still to be determined and will be based on demand.

Commitments are due on Oct. 5, the source added.

UBS Investment Bank is leading the deal that will be used to reprice existing U.S. and euro term loans down from Libor/Euribor plus 400 bps with a 1% floor.

Dealogic is a New York and London-based provider of data and analytics, market intelligence and capital markets software solutions for financial institutions.

Allied Universal on deck

Allied Universal set a bank meeting for noon ET in New York on Monday to launch an $800 million incremental first-lien term loan (B2/B-/BB) due July 2022 that has 101 soft call protection for six months, according to a market source.

Commitments are due on Oct. 16, the source said.

Credit Suisse Securities (USA) LLC, Barclays, Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Morgan Stanley Senior Funding Inc., HSBC Securities (USA) Inc., Societe Generale, ING, Natixis and PNC are leading the loan that will be used with equity to fund the roughly $1 billion acquisition of U.S. Security Associates.

Closing is expected by the end of the year, subject to customary regulatory approvals.

Allied Universal is a Santa Ana, Calif.-based contract security services company. U.S. Security is a Roswell, Ga.-based provider of security and related services.

United Rentals coming soon

United Rentals scheduled a lender call for 11 a.m. ET on Monday to launch a $1 billion seven-year covenant-light term loan B that has 101 soft call protection for six months, a market source remarked.

Bank of America Merrill Lynch, Wells Fargo Securities LLC, Citigroup Global Markets Inc., Morgan Stanley Senior Funding Inc., Barclays, Deutsche Bank Securities Inc., J.P. Morgan Securities LLC, Bank of Nova Scotia and MUFG are leading the deal that will be used to help fund the acquisition of BlueLine Rental from Platinum Equity for about $2.1 billion in cash.

Closing is expected in the fourth quarter.

United Rentals is a Stamford, Conn.-based equipment rental company. BlueLine is a provider of heavy industrial and construction equipment rentals.

SurveyMonkey joins calendar

SurveyMonkey will hold a lender call on Monday to launch a $220 million seven-year term loan talked at Libor plus 375 bps to 400 bps with a 0% Libor floor, an original issue discount of 99.75 and 101 soft call protection for six months, according to a market source.

Commitments are due on Oct. 5, the source said.

J.P. Morgan Securities LLC is leading the deal that will be used to help refinance an existing term loan.

SurveyMonkey is a provider of online survey tools.

Holley/Driven readies deal

Holley Performance/Driven Performance set a bank meeting for 10:30 a.m. ET in New York on Wednesday to launch a new senior secured credit facility, a market source said.

UBS Investment Bank, SunTrust Robinson Humphrey Inc., Cowen and MUFG are leading the deal.

Holley Performance Products is a Bowling Green, Ky.-based automotive performance company. Driven Performance Brands is a Santa Rosa, Calif.-based provider of automotive aftermarket products.

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