Endo, Anchor Glass, Jack’s Family, Liquid Web break; Cirque, Six Flags, PDC, TI Auto revised

By Sara Rosenberg

New York, June 24 – Endo International plc (Endo Luxembourg Finance Co. I Sarl and Endo LLC) lifted the size of its term loan B, firmed spreads on the B loan and an asset-sale bridge loan, tightened original issue discounts on the debt and then freed up for trading on Wednesday.

Other deals to make their way into the secondary market during the session were Anchor Glass Container Corp., Jack’s Family Restaurants and Liquid Web.

Returning to primary happenings, Cirque du Soleil moved some funds between its first- and second-lien term loans, updated pricing and issue prices on the tranches and extended call protection on the first-lien debt.

In addition, Six Flags Entertainment Corp. adjusted the issue price on its term loan B and added a leverage-based step-down, and PDC Brands widened pricing and original issue discount on its term loan B and added a covenant.

Furthermore, TI Automotive Ltd. increased the amount of its term loan B debt as its bond offering was decreased, Swift Energy Co. disclosed guidance with launch, and Jackson Hewitt Tax Service Inc. began circulating price talk on its term loan B.

Endo reworks deal

Endo increased its seven-year term loan B to $2.8 billion from $2.5 billion, set pricing at Libor plus 300 basis points, the low end of the Libor plus 300 bps to 325 bps talk, and modified the original issue discount to 99.75 from 99.5, according to a market source.

The term loan B still has a 0.75% Libor floor and 101 soft call protection for six months.

Meanwhile, pricing on the $1 billion asset-sale bridge loan firmed at Libor plus 275 bps, the high end of the Libor plus 250 bps to 275 bps talk, and the discount was changed to 99.75 from 99.5, the source said.

The asset-sale loan, which matures the earlier of one year and the receipt of the AMS sale proceeds, still has a 0.75% Libor floor.

The term loans have a ticking fee of half the spread from days 31 to 60 and the full spread thereafter, and the bridge loan has a duration fee of 25 bps at day 120, 180 and 270.

Recommitments were due at 10:30 a.m. ET on Wednesday.

Endo starts trading

With final terms in place, Endo’s debt surfaced in the secondary market, with the term loan B quoted at par ¼ bid, par ½ offered, a trader said.

Deutsche Bank Securities Inc., Barclays, Bank of America Merrill Lynch and Morgan Stanley Senior Funding Inc. are leading the now $3.8 billion in bank debt.

Proceeds will be used with $1,635,000,000 of senior notes, upsized from $1,435,000,000, to help fund the acquisition of Par Pharmaceutical Holdings Inc. from TPG in a transaction valued at $8.05 billion, including the assumption of debt. The additional $500 million of proceeds being raised from the term loan B and notes upsizings will be used to refinance 7% senior notes due 2019.

The purchase price for Par Pharmaceuticals will consist of about 18 million shares of Endo equity and $6.5 billion cash consideration to Par shareholders.

Closing is expected in the second half of this year, subject to regulatory approval in the United States and certain other jurisdictions, as well as other customary conditions.

Dublin-based Endo and Woodcliff, N.J.-based Par are pharmaceutical companies.

Anchor Glass tops OID

Anchor Glass’ $465 million seven-year first-lien covenant-light term loan (B3/BB-) also began trading, with levels quoted at 99¾ bid on the open and then it moved to 99 7/8 bid, par 3/8 offered, according to market sources.

The term loan is priced at Libor plus 350 bps with a step-down to Libor plus 325 bps and a 1% Libor floor. The debt was sold at an original issue discount of 99.5 and has 101 soft call protection for six months.

Recently, the spread on the term loan was lowered from Libor plus 375 bps, the step-down was added, and the discount was modified from 99.

Credit Suisse Securities and Barclays are leading the deal that will be used to refinance existing debt and fund a shareholder distribution.

Anchor Glass is a Tampa, Fla.-based manufacturer of glass packaging products.

Jack’s Family frees up

Jack’s Family Restaurants’ credit facility hit the secondary too, with the $230 million first-lien term loan seen at 99¼ bid, par offered, a source said.

Pricing on the term loan is Libor plus 475 bps with a 1% Libor floor, and it was issued at a discount of 99. The debt has 101 soft call protection for one year.

During syndication, the spread on the term loan firmed at the low end of the Libor plus 475 bps to 500 bps talk and the call protection was extended from six months.

The company’s $260 million credit facility (B3/B) also includes a $30 million revolver.

RBC Capital Markets and Morgan Stanley Senior Funding are leading the deal that will be used to help fund the buyout of the company by Onex Corp.

Leverage will be 4.1 times.

Jack’s is a Homewood, Ala.-based quick-service restaurant operator.

Liquid Web breaks

Liquid Web’s credit facility freed up for trading as well, with the $100 million six-year term loan B quoted at par ¼ bid, a source remarked.

Pricing on the term loan is Libor plus 450 bps with a step-down to Libor plus 425 bps at less than 3.75 times leverage and a 1% 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 step-down was added, and the discount was revised from 99.5.

The company’s $120 million credit facility also includes a $20 million revolver.

SunTrust Robinson Humphrey Inc. and KeyBanc Capital Markets are leading the deal that will be used to help fund the buyout of the company by Madison Dearborn Partners.

Total leverage is 4.3 times.

Closing is expected this summer, subject to customary conditions.

Liquid Web is a Lansing, Mich.-based provider of professional web hosting and managed cloud services.

Cirque du Soleil restructures

Back in the primary, Cirque du Soleil raised its seven-year first-lien covenant-light term loan (B1/B+) to $635 million from $615 million, cut pricing to Libor plus 400 bps from Libor plus 425 bps, added a step-down to Libor plus 375 bps at 4 times net total leverage, tightened the original issue discount to 99.5 from 99 and extended the 101 soft call protection to one year from six months, a source remarked.

As for the eight-year second-lien covenant-light term loan (Caa1/CCC+), it was trimmed to $150 million from $170 million, pricing was set at Libor plus 825 bps, the low end of the Libor plus 825 bps to 850 bps talk, and the discount firmed at 98.5, the wide end of the 98.5 to 99 talk, the source continued.

Furthermore, the MFN sunset on the first-and second-lien term loans was removed.

As before, both term loans have a 1% Libor floor, and the second-lien term loan has call protection of 102 in year one and 101 in year two.

Cirque getting revolver

In addition to the term loans, Cirque du Soleil’s $885 million credit facility includes a $100 million revolver (B1/B+).

Recommitments were due at 5 p.m. ET on Wednesday, and allocations are expected on Thursday, the source added.

Deutsche Bank Securities, Bank of America Merrill Lynch, RBC Capital Markets, UBS AG, BMO Capital Markets Corp., National Bank of Canada, Scotiabank and TD Securities (USA) LLC are leading the deal, with Deutsche left on the first-lien and Bank of America left on the second-lien loan.

Proceeds will be used to help fund the buyout of the company by TPG and Fosun Capital. Caisse de depot et placement du Quebec will also acquire a minority interest in the company.

Cirque du Soleil, a Montreal-based producer of live artistic entertainment, expects the buyout to close in the third quarter, subject to customary conditions.

Six Flags tweaks OID

Six Flags moved the original issue discount on its $700 million seven-year term loan B to 99.75 from 99.5 and added a step-down to Libor plus 250 bps when leverage is below 3 times, a source remarked.

Initial pricing on the term loan remained at Libor plus 275 bps, and there is still a 0.75% Libor floor and 101 soft call protection for six months.

The company’s $950 million credit facility (Ba2/BBB-) also includes a $250 million revolver.

Wells Fargo Securities LLC is leading the deal that will be used to refinance an existing senior secured credit facility that includes a $200 million revolver and a roughly $570 million term loan B, and for general corporate purposes, including share repurchases.

Six Flags is a Grand Prairie, Texas-based regional theme park company.

PDC changes emerge

PDC Brands lifted pricing on it $260 million seven-year first-lien term loan B to Libor plus 450 bps from Libor 400 bps, widened the original issue discount to 99 from 99.5 and added a leverage covenant to the previously covenant-light loan, a market source said.

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

The company’s $280 million credit facility (B2/B) also includes a $20 million five-year revolver.

Recommitments are due by the end of the week, the source added.

GE Capital Markets and RBC Capital Markets are leading the deal that will be used to fund an acquisition.

Leverage is 4.5 times all senior.

PDC Brands, formerly known as Parfums de Coeur, is a Stamford, Conn.-based beauty, personal care and wellness company.

TI Automotive upsizes

TI Automotive lifted its seven-year term loan B debt by $100 million and reduced its unsecured notes offering to $450 million from $550 million, according to a market source.

The term B debt includes U.S. dollar and euro tranches, which previously totaled €1.07 billion.

The U.S. term loan B is talked at Libor plus 350 bps with a 1% Libor floor, an original issue discount of 99.5 and 101 soft call protection for one year.

The company’s credit facility (Ba3/BB) also includes a $125 million five-year revolver.

J.P. Morgan Securities LLC, Citigroup Global Markets Inc., Barclays, Mizuho Securities USA Inc., Goldman Sachs Bank USA, RBC Capital Markets, UBS AG and Nomura are leading the deal that will be used to help fund the buyout of the company by Bain Capital.

Closing is expected in mid-year, subject to shareholder approval, regulatory review and other customary conditions.

TI Automotive is an Auburn Hills, Mich.-based provider of fluid storage, carrying and delivery systems to automotive manufacturers.

Swift floats guidance

Also in the primary, Swift Energy held its bank meeting on Wednesday, launching its $640 million five-year first-lien term loan (B+) with talk in the 10.5% fixed-rate area, a market source said.

JPMorgan is leading the deal that will be used to repay all of the company’s outstanding revolver borrowings, which was $263 million at May 31, and for general corporate purposes, including capital expenditures.

Closing is expected in mid-July, subject to, among other things, successful syndication, negotiation, execution and delivery of definitive loan documentation, and various customary conditions.

Swift Energy is a Houston-based developer, explorer, acquirer and operator of oil and gas properties.

Jackson Hewitt reveals talk

Jackson Hewitt came out with talk of Libor plus 575 bps to 600 bps with a 1% Libor floor, an original issue discount of 99 and modified hard call protection of 102 in year one and 101 in year two on its $250 million five-year term loan B (B2) that will launch with a bank meeting at 10 a.m. ET on Thursday, according to a market source.

The company’s $280 million credit facility also includes a $30 million first-out revolver (Ba2).

Commitments are due on July 9, the source said.

RBC Capital Markets and Macquarie Capital (USA) Inc. are leading the deal that will be used to refinance existing debt and fund a dividend.

Jackson Hewitt is a Parsippany, N.J.-based provider of full-service individual federal and state income tax return preparation.

MRI Software closes

In other news, the buyout of MRI Software LLC by GI Partners from Vista Equity has been completed, a news release said.

For the transaction, MRI Software got a new $240 million credit facility that includes a $15 million revolver (B2/B+), a $155 million six-year first-lien term loan (B2/B+) and a $70 million seven-year second-lien term loan (Caa2/CCC+).

Pricing on the first-lien term loan is Libor plus 425 bps with a 1% Libor floor, and it was issued at a discount of 99.5, after tightening during syndication from 99. The debt has 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 800 bps with a 1% Libor floor and was issued at 98.5. This tranche has hard call protection of 102 in year one and 101 in year two.

Pro forma senior net leverage is 4.5 times, and total net leverage is 6.6 times.

SunTrust Robinson Humphrey led the deal for the Solon, Ohio-based provider of real estate property and investment management software solutions.

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