Allison, Acadia, GVC, U.S. Security, Qdoba, Tank, Husky, Prestige, Engility and more break

By Sara Rosenberg

New York, March 16 – A number of deals hit the secondary market on Friday, including Allison Transmission Inc., Acadia Healthcare Co. Inc., GVC Holdings plc, U.S. Security Associates Inc., Qdoba Restaurant Corp. (Quidditch Acquisition Inc.) and Tank Holding.

Also, Husky Injection Molding Systems (Titan Acquisition Ltd.) upsized its term loan B and flexed pricing lower, Prestige Brands Inc. downsized its term loan B-4 and firmed the spread at the low end of guidance, and Engility Corp. finalized pricing on its term loans at the tight end of talk, and all of these deals freed to trade during the session.

Furthermore, Hubbard Radio LLC set pricing on its term loan B debt at the low side of talk, Eton (PricewaterhouseCoopers Public Sector LLP) trimmed the spread on its first-lien term loan, and Duravant LLC modified the issue price on its incremental first-and second-lien term loans, and then these deals broke as well.

In more happenings, MGM Growth Properties Operating Partnership LP set pricing on its term loan B at the wide end of talk and added a step-down, DTI Holdco Inc. (Epiq) firmed the spread on its term loan at the high side of guidance and the issue price at the tight end of talk, and Fogo de Chao Inc. accelerated the commitment deadline on its credit facilities.

Additionally, Alkermes Inc. announced price talk with launch, and American Greetings Corp., Filtration Group Corp., Shape Technologies (Waterjet Holdings Inc.), Vyaire Medical Inc., Tekni-Plex Inc., Grosvenor Capital Management, Russell Investments and INAP (Internap Corp.) joined the near-term calendar.

Allison hits secondary

Allison Transmission’s $1,176,000,000 senior secured covenant-light term loan B due September 2022 freed to trade on Friday, with levels quoted at par 3/8 bid, par ¾ offered, according to a market source.

Pricing on the term loan B is Libor plus 175 basis points with a 0% Libor floor and it was issued at par. The debt has 101 soft call protection for six months.

On Thursday, the term loan B was upsized from $776 million.

Citigroup Global Markets Inc. is leading the deal that will be used to reprice an existing term loan down from Libor plus 200 bps with a 0% Libor floor.

The existing term loan was expected to be paid down by $400 million to $776 million with proceeds from a senior unsecured bond offering, but the bond deal was cancelled with the recent term loan upsizing.

Closing is expected during the week of March 19.

Allison Transmission is an Indianapolis-based automatic transmission company and supplier of hybrid-propulsion systems.

Acadia frees up

Acadia Healthcare’s term loans also began trading, with the $477.3 million covenant-light term loan B-1 due Feb. 11, 2022 and the $921.1 million covenant-light term loan B-2 due Feb. 16, 2023 both quoted at par 5/8 bid, 101 offered, a trader said.

Both term loans are priced at Libor plus 250 bps with a 0% Libor floor and were issued at par. The loans include 101 soft call protection for six months.

Bank of America Merrill Lynch is leading the deal that will be used to refinance existing term loan Bs that are priced at Libor plus 275 bps with a 0.75% Libor floor.

Acadia is a Franklin, Tenn.-based provider of inpatient and outpatient behavioral health care services.

GVC starts trading

GVC Holdings’ $800 million six-year covenant-light first-lien term loan B emerged in the secondary market in the morning, with levels seen at par bid, par ½ offered, according to a market source.

Pricing on the U.S. term loan is Libor plus 250 bps with a 1% Libor floor and it was sold at an original issue discount of 99.75.

The company’s credit facilities also include a £550 million equivalent multi-currency five-year revolver, a €625 million six-year covenant-light first-lien term loan B priced at Euribor plus 275 bps with a 0% floor and issued at a discount of 99.5, and a £275 million six-year covenant-light first-lien term loan B priced at Libor plus 350 bps with a 0% Libor floor and issued at a discount of 99.5.

All of the term loans have 101 soft call protection for six months.

On Thursday, the U.S. term loan was upsized from $400 million, the spread was lowered from Libor plus 275 bps and the discount was changed from 99.5. Also, the company downsized its euro term loan from €900 million and its GBP term loan from £325 million.

GVC funding acquisition

Proceeds from GVC’s credit facilities will be used to help finance the acquisition of Ladbrokes Coral Group, to refinance existing debt at Ladbrokes and for general corporate purposes.

Credit Suisse, Deutsche Bank, Barclays, Mediobanca and Natwest Markets are the bookrunners on the deal, with Credit Suisse the left lead for the U.S. tranche and Deutsche the left lead for the euro and sterling tranches. Nomura and Santander are mandated lead arrangers.

GVC is an Isle of Man-based online gambling company.

U.S. Security breaks

U.S. Security Associates’ $593.7 million senior secured term loan B due July 2023 freed up, with levels quoted at par 1/8 bid, par 5/8 offered, a market source remarked.

Pricing on the loan is Libor plus 350 bps with a 1% Libor floor and it was issued at par. The debt has 101 soft call protection for six months.

On Thursday, the term loan was upsized by $25 million and the spread finalized at the high end of the Libor plus 325 bps to 350 bps talk.

Goldman Sachs Bank USA, KeyBanc Capital Markets LLC and Jefferies LLC are leading the deal that will be used to reprice an existing term loan B down from Libor plus 400 bps with a 1% Libor floor, and the funds from the recent upsizing will be used to repay revolver borrowings. KeyBanc is the administrative agent.

U.S. Security Associates is a Roswell, Ga.-based safety and security services company.

Qdoba emerges in secondary

Qdoba Restaurant’s $204 million seven-year covenant-light term loan B (B3/B) began trading, with levels seen at 99 bid, 102 offered, according to a trader.

Pricing on the term loan is Libor plus 700 bps with a 1% Libor floor and it was sold at an original issue discount of 98. The debt is non-callable for two years, then at 102 in year three and 101 in year four.

During syndication, the term loan was upsized from $203 million, pricing was increased from Libor plus 650 bps, the discount widened from 98.5, and the call protection was changed from non-callable for one year, then at 102 in year two and 101 in year three.

Additionally during syndication, the incremental allowance was revised to $35 million free and clear, from $50 million free and clear plus a corresponding multiple of EBITDA, with a first-lien accordion unlimited ratio of 0.25 times inside closing net first-lien leverage, from 0.25 times above closing net first-lien leverage, and a total secured accordion unlimited ratio of 0.25 times above closing net secured leverage, from 0.75 times.

Deutsche Bank Securities Inc. and HSBC Securities (USA) Inc. are leading the deal that will be used to help fund the buyout of the Mexican fast-casual restaurant chain by Apollo Global Management LLC from Jack in the Box Inc. for about $305 million in cash, subject to customary closing conditions and adjustments.

Closing is expected during the week of March 19.

Tank tops pars

Tank Holding’s $382 million covenant-light term loan B (B) due March 2022 broke too, with levels quoted at par 3/8 bid, par 7/8 offered, a trader said.

Pricing on the term loan is Libor plus 350 bps with a step-down to Libor plus 325 bps when leverage is 0.5 times below the level at closing and a 1% Libor floor. The loan was issued at par and has 101 soft call protection for six months.

During syndication, the pricing step-down was added to the term loan.

Antares Capital is leading the deal that will be used to refinance an existing term loan.

Tank is a designer and manufacturer of proprietary rotationally-molded polyethylene and steel containers.

Husky reworked, frees up

Husky Injection Molding Systems raised its seven-year covenant-light term loan B to $2.1 billion from $2 billion, cut pricing to Libor plus 300 bps from talk in the range of Libor plus 325 bps to 350 bps and revised the original issue discount to 99.75 from 99.5, a market source remarked.

Also, the MFN was changed to 50 bps for 24 months from 75 bps for 12 months, the fixed charge coverage ration ‘no worse than’ prior or above 2 times prong was removed from the incremental, the step-downs were removed from asset sales, ratios based on first-lien and secured net leverage were increased 0.3 times, consistent with term loan upsize, and various baskets were revised, the source continued.

As before, the term loan has a 0% Libor floor and 101 soft call protection for six months.

Recommitments were due at 1:30 p.m. ET on Friday and then the term loan B began trading at par ¼ bid, par ½ offered, another source added.

Deutsche Bank Securities Inc., Bank of America Merrill Lynch, Goldman Sachs Bank USA, Barclays and BMO Capital Markets are leading the deal.

Proceeds will be used with $650 million of senior notes, downsized from $750 million with the term loan upsizing, to help fund the buyout of the company by Platinum Equity from Berkshire Partners and Omers Private Equity for $3.85 billion, which is expected to close on March 28.

Husky is a Bolton, Ont.-based supplier of injection molding equipment and services to the plastics industry.

Prestige updated, hits secondary

Prestige Brands reduced its senior secured term loan B-4 (Ba3) due Jan. 26, 2024 to roughly $975 million from $1,222,000,000 and set pricing at Libor plus 200 bps, the low end of the Libor plus 200 bps to 225 bps talk, according to a market source.

As before, the term loan has a 0% Libor floor, a par issue price and 101 soft call protection for six months.

Commitments/consents were due at noon ET on Friday and by late the day the loan had freed up for trading at par 1/8 bid, par 5/8 offered, a trader added.

Morgan Stanley Senior Funding Inc., Barclays, Citigroup Global Markets Inc., Deutsche Bank Securities Inc. and RBC Capital Markets LLC are leading the deal that will be used to reprice an existing term loan B-4 down from Libor plus 275 bps with a 0.75% Libor floor.

The downsizing of the loan is a result of new plans for a $250 million add-on senior notes offering that will be used to pay down the existing term loan B-4 from its current $1,222,000,000 size, the source added.

Closing is expected the week of March 19.

Prestige Brands is a Tarrytown, N.Y.-based marketer and distributor of over-the-counter and household cleaning products.

Engility sets terms, trades

Engility finalized pricing on its $75 million incremental senior secured term loan B-2 due Aug. 12, 2023 and repricing of its existing $528 million senior secured term loan B-2 due Aug. 12, 2023 at Libor plus 275 bps, the low end of the Libor plus 275 bps to 300 bps talk, and on the repricing of its senior secured term loan B-1 due Aug. 12, 2020, which will be sized at $100 million following a $75 million paydown from the incremental loan, at Libor plus 225 bps, the low end of the Libor plus 225 bps to 250 bps talk, a market source said.

Additionally, the issue price on the incremental term loan B-2 firmed at par, the tight end of the 99.75 to par talk, the source continued.

The term loan B-2 debt still has a 1% Libor floor, the term loan B-1 still has a 0% Libor floor, the repricings still have a par issue price and all of the term loans still have 101 soft call protection for six months.

With final terms in place, the debt began trading and the term loan B-2 was quoted at par bid, par ½ offered while the term loan B-1 was quoted at par ¼ bid, 101¼ offered, a trader added.

Morgan Stanley Senior Funding Inc., KKR Capital Markets, Barclays, JP Morgan Chase Bank, Regions and SunTrust Robinson Humphrey Inc. are leading the deal.

Closing is expected during the week of March 19.

Engility is a Chantilly, Va.-based provider of integrated services for the U.S. government.

Hubbard firms, breaks

Hubbard Radio set pricing on its $252 million seven-year extended term loan B and $40 million seven-year incremental term loan B at Libor plus 300 bps, the tight end of the Libor plus 300 bps to 325 bps talk, and left the 1% Libor floor, original issue discount of 99.75 and 101 soft call protection for six months unchanged, a market source remarked.

The incremental loan has a ticking fee of half the margin from days 31 to 60 and the full margin thereafter.

The company’s $302 million of senior secured credit facilities (B1) also include a $10 million revolver.

Commitments/consents were due at noon ET on Friday and the debt broke for trading in the afternoon, with the incremental loan quoted at par ¼ bid, 101¼ offered and the extended loan quoted at par ½ bid, 101½ offered, a trader added.

Morgan Stanley Senior Funding Inc. is the lead bank on the deal.

The revolver and term loan B will be used by the St. Paul, Minn.-based broadcasting company to extend its existing revolver and term loan B, and the incremental loan will be used to fund the acquisition of two radio stations in St. Louis, KSHE-FM and KPNT-FM, from Emmis Communications and pay related fees and expenses.

The extension will close in late March and the incremental will close in late April.

Eton flexes first-lien

Eton lowered pricing on its $315 million seven-year covenant-light first-lien term loan (B1/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, according to a market source.

The first-lien term loan still has a 0% Libor floor, an original issue discount of 99.75 and 101 soft call protection for six months.

The company’s $105 million eight-year covenant-light second-lien term loan (Caa1/CCC+) remained priced at Libor plus 750 bps with a 0% Libor floor and a discount of 99.5, and still has call protection of 102 in year one and 101 in year two.

Previously in syndication, the discount on the first-lien term loan was tightened from 99.5, pricing on the second-lien term loan was set at the low end of the Libor plus 750 bps to 775 bps talk and the second-lien discount was revised from 99.

The company’s $470 million of credit facilities also include a $50 million five-year revolver (B1/B).

Eton levels surface

Recommitments for Eton’s credit facilities were due at noon ET on Friday, and then the debt hit the secondary market with the first-lien term loan seen at par bid, 101 offered and the second-lien term loan seen at par ¼ bid, 101¼ offered, a trader added.

RBC Capital Markets, UBS Investment Bank, Carlyle Global Credit Investment Management LLC and Macquarie Capital (USA) Inc. are leading the deal that will be used to help fund the buyout of the company by Veritas Capital.

Eton is a provider of services to federal, state and local governments and multilateral agencies to help solve complex business problems, improve processes and manage risk through its capabilities in financial management, strategy development, program management, operational effectiveness and organization design.

Duravant revised, trades

Duravant changed the issue price on its fungible $150 million incremental first-lien term loan (B-) due July 19, 2024 to par from 99.75 and on its fungible $35 million incremental second-lien term loan (CCC) due July 19, 2025 to 99.75 from 99.5, a market source said.

Like the existing loans, the incremental first-lien term loan is priced at Libor plus 325 bps with a 1% Libor floor and the incremental second-lien term loan is priced at Libor plus 725 bps with a 1% Libor floor.

Commitments were due at noon ET and later in the day the debt freed to trade, with the first-lien loan quoted at par bid, par ½ offered and the second-lien loan quoted at par ¾ bid, 101¾ offered, another source added.

Jefferies LLC, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Antares Capital and Societe Generale are leading the deal that will be used to fund the acquisition of Key Technology Inc. for $26.75 in cash, in a transaction valued at about $175 million.

Duravant is a Downers Grove, Ill.-based automation and engineered equipment company serving the food processing, packaging and material handling sectors. Key Technology is a Walla Walla, Wash.-based designer and manufacturer of digital sorting, inspection, conveying and processing equipment.

MGM Growth tweaked

MGM Growth Properties finalized pricing on its $1,818,000,000 seven-year covenant-light term loan B at Libor plus 200 bps, the wide end of the Libor plus 175 bps to 200 bps talk, and added a step-down to Libor plus 175 bps upon a corporate family rating upgrade by either agency, according to a market source.

The term loan still has a 0% Libor floor, an original issue discount of 99.75 and 101 soft call protection for six months.

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

Bank of America Merrill Lynch is the left lead on the deal that will be used to amend and extend an existing term loan B due April 25, 2023.

MGM Growth Properties is a Las Vegas-based real estate investment trust engaged in the acquisition, ownership and leasing of large-scale destination entertainment and leisure resorts.

DTI firms pricing

DTI Holdco finalized pricing on its $1.18 billion covenant-light term loan B due Sept. 30, 2023 at Libor plus 475 bps, the wide end of the Libor plus 450 bps to 475 bps talk, and set the issue price at par, the tight end of the 99.75 to par talk, a market source said.

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

Allocations are expected on Monday, the source added.

Bank of America Merrill Lynch is leading the deal that will be used to refinance an existing term loan B that is priced at Libor plus 525 bps with a 1% Libor floor.

DTI is a Kansas City, Kan.-based provider of integrated technology and services for the legal profession.

Fogo de Chao accelerated

Fogo de Chao moved up the commitment deadline on its $340 million of senior secured credit facilities (B2/B) to 5 p.m. ET on Wednesday from 5 p.m. ET on March 27, a market source remarked.

The facilities consist of a $40 million revolver, and a $300 million seven-year covenant-light first-lien term loan talked at Libor plus 500 bps to 525 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

Credit Suisse Securities (USA) LLC and Wells Fargo Securities LLC are leading the deal that will be used with up to $278 million in equity to fund the buyout of the company by Rhone Capital for $15.75 per share, or about $560 million.

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

Fogo de Chao is a Dallas-based steakhouse chain.

Alkermes releases talk

Also in the primary market, Alkermes held its lender call on Friday, launching its $284,250,000 five-year senior secured covenant-light term loan B (BB) at talk of Libor plus 225 bps with a 0% Libor floor, an original issue discount of 99.75 and 101 soft call protection for six months, a market source said.

Commitments/consents are due at 5 p.m. ET on Thursday, the source added.

Morgan Stanley Senior Funding Inc. and J.P. Morgan Securities LLC are leading the deal that will be used to refinance an existing term loan B-1.

Alkermes is a Dublin-based biopharmaceutical company.

American Greetings on deck

American Greetings set a bank meeting for 2 p.m. ET on Monday to launch $695 million of credit facilities, according to a market source.

The facilities consist of a $250 million revolver and a $445 million seven-year term loan B, the source said.

Barclays, Deutsche Bank Securities Inc., Citizens Bank, ING Capital LLC, Bank of America Merrill Lynch, HSBC Bank USA, Sumitomo Mitsui Financial Group, KeyBanc Capital Markets and CIBC are leading the deal that will be used with $325 million of new senior unsecured notes to fund the acquisition by Clayton, Dubilier & Rice of a 60% ownership stake in the company.

The Weiss Family will retain a 40% stake in the business.

American Greetings is a Cleveland-based designer, manufacturer and distributor of greeting cards, gift packaging, party goods and stationery products.

Filtration schedules call

Filtration Group intends to hold a lender call at 11 a.m. ET on Tuesday to launch a $1,653,000,000 senior secured first-lien term loan (B), a market source remarked.

Goldman Sachs Bank USA and J.P. Morgan Securities LLC are leading the deal that will be used to fund mergers and acquisitions and to refinance existing debt.

Filtration Group is a Chicago-based manufacturer and distributor of filtration products to end markets.

Shape readies loan

Shape Technologies will hold a bank meeting at noon ET in New York on Tuesday to launch a $300 million seven-year covenant-light first-lien term loan that has a 0% Libor floor and 101 soft call protection for six months, a market source said.

Commitments are due on April 3, the source added.

Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and Barclays are leading the deal that will be used to refinance existing debt.

Shape Technologies is a Kent, Wash.-based provider of automation solutions utilizing ultra-high pressure technology.

Vyaire plans meeting

Vyaire Medical set a bank meeting for 1:30 p.m. ET in New York on Monday to launch a $360 million seven-year covenant-light term loan B, according to a market source.

Bank of America Merrill Lynch, RBC Capital Markets, ING and Natixis are leading the deal that will be used along with a new $90 million second-lien term loan to finance Apax’s acquisition of the existing minority shareholder’s stake in the company and to fund contemplated acquisitions.

Vyaire Medical is a Mettawa, Ill.-based pure play medical device company in the respiratory space.

Tekni-Plex joins calendar

Tekni-Plex scheduled a lender call for 1:30 p.m. ET on Monday to launch a $126 million incremental covenant-light first-lien term loan due October 2024 that includes a $48 million delayed-draw tranche, a market source remarked.

The incremental term loan is priced at Libor plus 325 bps with a 25 bps leverage-based step-down and a 1% Libor floor, in line with the existing term loan, the source continued. Original issue discount talk is not yet available.

Included in the incremental term loan is 101 soft call protection for six months, and the delayed-draw tranche has a ticking fee of half the margin from days 46 to 75 and the full margin thereafter.

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

Credit Suisse Securities (USA) LLC is the left lead on the deal that will be used to fund tuck-in acquisitions.

Tekni-Plex is a King of Prussia, Pa.-based provider of specialty packaging solutions.

Grosvenor coming soon

Grosvenor Capital Management plans to hold a lender call at 11 a.m.ET on Monday to launch a $466 million amended and extended term loan B, according to a market source.

Goldman Sachs Bank USA is leading the transaction.

Grosvenor Capital is a Chicago-based independent alternative asset management firm.

Russell repricing

Russell Investments scheduled a lender call for 2 p.m. ET on Monday to launch an $838 million first-lien term loan B due June 1, 2023 that will be used to reprice an existing term loan B, a market source said.

Commitments are due at noon ET on March 23, the source added.

Barclays, Macquarie Capital (USA) Inc. and Credit Suisse Securities (USA) LLC are leading the deal.

Russell Investments is a Seattle-based asset manager.

INAP sets lender call

INAP emerged with plans to hold a call at 1 p.m. ET on Monday for credit facility lenders, according to a market source.

Jefferies LLC is leading the deal.

INAP is an Atlanta-based provider of IT Infrastructure solutions.

Kronos wraps at terms

In other news, Kronos Inc. completed syndication of its $2,327,000,000 term loan B due Nov. 1, 2023 at initial talk of Libor plus 300 bps with a step-down to Libor plus 275 bps at 4 times net first-lien leverage, a 0% Libor floor, a par issue price and 101 soft call protection for six months, according to a market source.

Nomura, Jefferies LLC and Macquarie Capital (USA) Inc. are leading the deal that will be used to reprice an existing term loan B down from Libor plus 350 bps with a step-down to Libor plus 325 bps at 4.25 times net first-lien leverage and a 1% Libor floor.

Kronos is a Chelmsford, Mass.-based provider of workforce management software.

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