EVO, LDiscovery, Axalta, E.W. Scripps breaks; RCN Grande, NFP, PSAV deal updates surface

By Sara Rosenberg

New York, Dec. 8 – EVO Payments International shifted funds between its first- and second-lien term loans, and then the debt made its way into the secondary market with the first-lien term loan quoted above its original issue discount.

Also, LDiscovery LLC raised pricing on its first-lien term loan again, and then the first-lien debt as well as a second-lien term loan freed up for trading, and Axalta Coating Systems and E.W. Scripps Co. broke as well.

In other news, RCN Grande (Radiate Holdco LLC) increased the size of its first-lien term loan and lowered the spread, NFP Corp. trimmed pricing on its term loan, and PSAV (AVSC Holding Corp.) finalized the original issue discount on its add-on term loan B at the tight side of guidance.

Furthermore, GTT Communications Inc. and Mister Car Wash accelerated the commitment deadlines on their loan transactions, Atkore International Inc., Flying Fortress Inc. and LegalShield (Pre-Paid Legal Services Inc.) disclosed price talk with launch, and Quincy Media Inc. and SunGard Public Administration and Public Safety surfaced with new deal plans.

EVO reworked

EVO Payments trimmed its covenant-light first-lien term loan to $570 million from $590 million and lifted its covenant-light second-lien term loan to $175 million from $155 million, according to a market source.

Additionally, in a move that was already talked about late last week as likely, pricing on the second-lien term loan was raised to Libor plus 900 basis points from talk of Libor plus 850 bps to 875 bps, the source said.

The second-lien term loan still has a 1% Libor floor and an original issue discount of 98.5.

Pricing on the first-lien term loan is Libor plus 500 bps with a 1% Libor floor and an original issue discount of 99, and the debt has 101 soft call protection for one year.

The spread on the first-lien term loan was increased last week from talk of Libor plus 450 bps to 475 bps, and the call protection was extended from six months.

EVO hits secondary

With final terms in place, EVO Payment’s first-lien term loan freed up for trading on Thursday, and levels were quoted at 99¾ bid, 100¼ offered, the source added.

Along with the first- and second-lien term loans, the company’s $845 million credit facility includes a $100 million revolver.

SunTrust Robinson Humphrey Inc. is the left lead on the deal that will be used to refinance existing debt and to fund acquisitions.

EVO Payments is an Atlanta-based payments processor and acquirer for merchants, independent sales organizations, financial institutions, government organizations and multinational corporations.

LDiscovery tweaked

LDiscovery increased pricing on its $340 million six-year covenant-light first-lien term loan (B2/B+) to Libor plus 587.5 bps from revised talk of Libor plus 575 bps and initial talk of Libor plus 550 bps, a market source remarked.

The first-lien term loan still has a 1% Libor floor, an original issue discount of 92 and 101 soft call protection for one year.

Earlier this week, the discount on the first-lien term loan widened from 99, the call protection was extended from six months, amortization was increased to 2.5% per annum for the first two years and 5% per annum thereafter, from 1% per annum, and the maturity was shortened from seven years.

The company is also getting a $125 million seven-year covenant-light second-lien term loan (Caa2/CCC+) priced at Libor plus 1,000 bps with a 1% Libor floor and a discount of 96. This tranche has hard call protection of 103 in year one, 102 in year two and 101 in year three.

During syndication, pricing on the second-lien term loan was raised from Libor plus 950 bps, the discount was revised from 98, the call protection was sweetened from 102 in year one and 101 in year two, and the maturity was shortened from eight years.

LDiscovery frees up

After terms firmed up, LDiscovery’s term loan began trading, with the first-lien term loan quoted at 92¼ bid, 93¼ offered and the second-lien term loan quoted at 96 bid, 97 offered, a trader said.

RBC Capital Markets LLC, TD Securities (USA) LLC and Northwestern Mutual are leading the $465 million of term loans.

Other changes made to the deal during syndication included removing the MFN sunset, increasing the excess cash flow sweep, reducing the incremental free and clear, reducing the total net leverage ratio governor for unlimited restricted payments, lowering the restricted payments cumulative credit starter basket and capping EBITDA add-backs for run-rate cost.

Proceeds will be used to fund the roughly $410 million acquisition of Kroll Ontrack from Corporate Risk Holdings LLC, which is expected to close this quarter.

LDiscovery, a portfolio company of Carlyle Group and Revolution Growth, is a McLean, Va.-based technology-enabled eDiscovery services provider. Kroll Ontrack is a Minneapolis-based data recovery company.

Axalta starts trading

Axalta Coating Systems’ $1,545,000,000 U.S. term loan B due February 2023 emerged in the secondary market, with levels seen at 100 1/8 bid, 100 5/8 offered, according to a source.

The U.S. term loan B is priced at Libor plus 250 bps with a 0.75% Libor floor and was issued at par. The debt has 101 soft call protection for six months.

The company is also getting a €400 million term loan B due February 2023 priced at Euribor plus 225 bps with a 0.75% Euribor floor and issued at par. This tranche has 101 soft call protection for six months as well.

On Wednesday, the U.S. term loan B was downsized from $1,775,000,000 and the issue price was tightened from talk of 99.5 to 99.75, and the euro term loan B was upsized from €187 million, pricing was trimmed from Euribor plus 250 bps and the issue price was changed from talk of 99.5 to 99.75.

Axalta lead banks

Barclays, Deutsche Bank Securities Inc., Goldman Sachs Bank USA, Bank of America Merrill Lynch, Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Credit Suisse Securities (USA) LLC and Morgan Stanley Senior Funding Inc. are leading Axalta’s loan deal (Ba1/BBB-).

Proceeds will be used with cash on hand to refinance $1,775,000,000 of term loans due 2020 priced at Libor plus 275 bps with a 1% Libor floor and €187 million of term loans due 2020 priced at Euribor plus 300 bps with a 1% Euribor floor, and to pay related transaction fees and expenses.

Axalta is a Philadelphia-based manufacturer, marketer and distributor of coatings systems.

E.W. Scripps breaks

E.W. Scripps’ $391.5 million covenant-light term loan B due November 2020 hit the secondary market, with levels quoted at 100 1/8 bid, 100 5/8 offered, according to a market source.

Pricing on the term loan B is Libor plus 250 bps with no Libor floor, and it was issued at par. The debt has 101 soft call protection for six months.

Wells Fargo Securities LLC is leading the deal that will be used to reprice an existing term loan B from Libor plus 275 bps with a 0.75% Libor floor.

E.W. Scripps is a Cincinnati-based media company.

BWIC’s, OWIC surface

In more secondary news, a $283.1 million Bid Wanted In Competition was announced, with bids due at 11 a.m. ET on Friday, and a $75 million BWIC emerged, with bids due at 11 a.m. ET on Friday, traders said. Also, a $214.5 million Offers Wanted in Competition surfaced, with offers due at 9:45 a.m. ET on Friday.

The $283.1 million BWIC includes over 200 issuers, and some of the names in the portfolio are Albertson’s LLC, Brand Energy & Infrastructure Services Inc., Charter Communications Operating LLC, Community Health Systems Inc., Dell, First Data Corp., JBS USA LLC, Mediacom Communications Corp., Party City, PetSmart, Rexnord, Transdigm Inc., Valeant Pharmaceuticals International Inc., Western Digital and Ziggo.

Some of the names in the $75 million BWIC are Aramark Corp., BJs Wholesale Club Inc., Charter Communications Operating LLC, Community Health Systems Inc., Federal-Mogul Corp., First Data Corp., Huntsman International LLC, Las Vegas Sands LLC, Rexnord, Transdigm Inc. and Valeant Pharmaceuticals International Inc. This portfolio includes about 56 issuers.

The OWIC has about 151 issuers, including Alere Inc., BioClinica Inc., CBS Radio Inc., Dollar Tree Inc., Global Healthcare Exchange LLC, Horizon Pharma Financing Inc., ON Semiconductor Corp., Scientific Games International Inc., TI Group Automotive Systems LLC and Western Digital Corp., traders added.

RCN Grande revised

Back in the primary market, RCN Grande lifted its seven-year covenant-light first-lien term loan to $1,425,000,000 from $1.33 billion and trimmed pricing to Libor plus 300 bps from Libor plus 350 bps, according to a market source.

As before, the term loan has a 0.75% Libor floor, an original issue discount of 99.5, 101 soft call protection for six months and a ticking fee of half the spread from days 31 to 90 and the full spread thereafter.

The company’s now $1,575,000,000 credit facility (B1/B) also includes a $150 million revolver.

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

Credit Suisse Securities (USA) LLC, UBS Investment Bank, Morgan Stanley Senior Funding Inc. and Deutsche Bank Securities Inc. are leading the deal.

RCN downsizes notes

Due to the upsizing to the term loan, RCN Grande now plans to get $400 million of bonds, down from prior expectations of $495 million in bonds, the source added.

Proceeds from the new debt will be used to help fund the acquisitions of RCN Telecom Services LLC for $1.6 billion and Grande Communications Networks LLC for $650 million by TPG Capital, Google Capital and Patriot Media Management from Abry Partners.

Closing is expected in the first quarter of 2017, subject to customary conditions and regulatory approvals.

Upon completion, RCN and Grande will be combined into one broadband services provider.

NFP flexes

NFP cut the spread on its $1,125,000,000 seven-year term loan (B1/B) to Libor plus 350 bps from talk of Libor plus 375 bps to 400 bps and left the 1% Libor floor, original issue discount of 99.5 and 101 soft call protection for six months unchanged, a source remarked.

Also, the free and clear carve-out was removed from MFN, the source added.

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

Bank of America Merrill Lynch is the left lead on the deal that will be used to refinance and extend an existing term loan that is priced at Libor plus 350 bps with a 1% Libor floor.

NFP is an insurance broker and consultant.

PSAV sets OID

PSAV firmed the original issue discount on its $80 million add-on senior secured term loan B (B1/B+) due January 2021 at 99.5, the tight end of the 99.027 to 99.5 talk, according to a market source.

Pricing on the add-on loan is Libor plus 350 bps with a 1% Libor floor.

Goldman Sachs Bank USA, Barclays, Macquarie Capital (USA) Inc. and Morgan Stanley Senior Funding Inc. are leading the deal that will be used to fund a distribution to equity holders.

PSAV is a Long Beach, Calif.-based event technology provider.

GTT accelerated

GTT Communications moved up the commitment deadline on its $775 million credit facility (B1/B+) to noon ET on Friday from 5 p.m. ET on Friday, according to a market source.

The facility consists of a $700 million seven-year covenant-light term loan B talked at Libor plus 425 bps to 450 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, and a $75 million five-year revolver.

KeyBanc Capital Markets Inc., Credit Suisse Securities (USA) LLC and SunTrust Robinson Humphrey Inc. are leading the deal that will be used with $300 million of senior unsecured notes to fund the acquisition of Hibernia Networks and refinance existing debt.

At closing, the ratio of total net debt to adjusted EBITDA is anticipated to be about 4.5 times using pro forma combined third-quarter 2016 annualized adjusted EBITDA plus expected cost synergies.

Closing is expected by the end of first quarter 2017, subject to regulatory approvals and other conditions.

GTT is a McLean, Va.-based cloud networking provider. Hibernia is a provider of high-speed network connectivity solutions and an owner of terrestrial and subsea fiber assets.

Mister Car moves deadline

Mister Car Wash accelerated the commitment deadline on its fungible $180 million add-on term loan and $40 million delayed-draw term loan to noon ET on Friday from Monday, a market source said.

The term debt (B1/B-) is talked at Libor plus 450 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

The delayed-draw term loan is available for one year, subject to pro forma net leverage of 4.5 times, and has a fee of half the spread from days 31 to 90 and the full spread thereafter.

With this transaction, pricing on the company’s existing $196 million term loan will be lifted from Libor plus 400 bps with a 1% Libor floor to match pricing on the add-on term loan.

Jefferies Finance LLC, BMO Capital Markets Corp., UBS Investment Bank and Nomura are leading the deal that will be used to repay revolver borrowings and fund a distribution to sponsor Leonard Green, and the delayed-draw term loan will be used for acquisitions.

Mister Car Wash is a Tucson, Ariz.-based car wash company.

Atkore releases talk

Also in the primary market, Atkore held its lender call on Thursday, launching its $500 million seven-year covenant-light first-lien term loan (B2/B+) at talk of Libor plus 300 bps to 325 bps with a 1% Libor floor and an original issue discount of 99.5, according to a market source.

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

Commitments are due at noon ET on Dec. 15, the source said.

Deutsche Bank Securities Inc., UBS Investment Bank, Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, RBS and Wells Fargo Securities LLC are leading the deal that will be used to refinance existing first- and second-lien term loans.

Atkore is a Harvey Ill.-based Electrical Raceway and Mechanical Products & Solutions provider.

Flying Fortress launches

Flying Fortress launched during the session a $750 million term loan B (Baa3/BBB-) due October 2022 talked at Libor plus 250 bps with a 0.75% Libor floor and 101 soft call protection for six months, a market source said.

RBC Capital Markets LLC and Bank of America Merrill Lynch are leading the deal that will be used to amend, extend and reprice an existing term loan B due April 2020 that is priced at Libor plus 275 bps with a 0.75% Libor floor.

Lender are being offered a 12.5-bps amendment fee, the source added.

Commitments are due at noon ET on Dec. 15 and closing is expected during the week of Dec. 19.

Flying Fortress is a subsidiary of AerCap, a Dublin-based aircraft leasing company.

LegalShield sets guidance

LegalShield came out with price talk on its incremental senior secured first- and second-lien term loans with its late-morning lender call, according to a market source.

The $40 million incremental first-lien term loan B due July 1, 2019 is talked at Libor plus 525 bps with a 1.25% Libor floor, an original issue discount talk of 99.5 to 99.75 and 101 soft call protection for six months, and the $10 million incremental second-lien term loan due July 1, 2020 is talked at Libor plus 900 bps with a 1.25% Libor floor and a discount of 99.5, the source said.

Spread and floors on the incremental debt matches existing first- and second-lien term loan pricing.

Morgan Stanley Senior Funding Inc. and RBC Capital Markets LLC are leading the deal that will be used to fund the purchase of the company’s outstanding warrants and fund a dividend to existing shareholders.

The transaction will include an amendment to the company’s existing roughly $270 million first-lien term loan B and existing $175 million second-lien term loan, for which lenders are offered a 25-bps consent fee.

Commitments and consents are due on Tuesday, the source added.

LegalShield is an Ada, Okla.-based provider of legal services.

Quincy readies call

Quincy Media set a lender call for 11 a.m. ET on Friday to launch a repricing of its roughly $237 million term loan B that is talked at Libor plus 400 bps with a 1% Libor floor, a par issue price and 101 soft call protection for six months, according to a market source.

Commitments are due on Dec. 15, the source said.

Wells Fargo Securities LLC is leading the deal that will reprice the term loan B down from Libor plus 450 bps with a 1% Libor floor.

Quincy Media is a Quincy, Ill.-based media company.

SunGard Public on deck

SunGard Public Administration and Public Safety emerged with plans to hold a bank meeting in New York on Jan. 5 to launch a $435 million credit facility, a market source said.

The facility consists of a $40 million revolver, a $275 million covenant-light first-lien term loan and a $120 million covenant-light second-lien term loan, the source added.

Antares Capital and Golub Capital are leading the deal that will be used to help fund the buyout of the company by Vista Equity Partners from Fidelity National Information Services.

The transaction does not include the Sungard Education business that is concurrently being acquired by Vista-owned PowerSchool Group LLC from Fidelity National.

SunGard Public Administration is a Lake Mary, Fla.-based provider of mission-critical software solutions that serve the needs of public administration and public safety officials.

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