Dell sets term B revisions; TransDigm changes deadline; J. Jill allocates downsized loan

By Sara Rosenberg

New York, May 31 – Dell International LLC on Tuesday lowered pricing on its term loan B, added a step-down and tightened the original issue discount, and TransDigm Inc. accelerated the commitment deadline on its term loan F.

Also, J. Jill allocated its add-on term loan B after trimming the size; MKS Instruments Inc., Ferrara Candy Co. Holdings Inc., Cinemark USA Inc. and Cushman & Wakefield (DTZ) released price talk on their debt deals with launch; and The Hertz Corp., J.C. Penney Co. Inc. and The Chefs’ Warehouse Inc. joined this week’s new issue calendar.

Dell reworks term B

Dell on Tuesday cut pricing on its $5 billion seven-year first-lien term loan B (Baa3/BBB-/BBB-) to Libor plus 325 basis points from talk of Libor plus 350 bps to 375 bps, added a 25 bps step-down at 1 times first-lien net leverage and changed the original issue discount to 99.5 from 99, according to a market source.

As before, the term loan B has a 0.75% Libor floor, 101 soft call protection for six months and a ticking fee commencing on July 15 of 50% of the spread for 30 days and the full spread thereafter.

Commitments are due at 5 p.m. ET on Wednesday, the source said. The deadline was moved up from Thursday.

The company’s $17,075,000,000 credit facility also includes a $3.15 billion five-year revolver (BBB-) priced at Libor plus 200 bps, a $3.2 billion three-year term loan A-1 (BBB) priced at Libor plus 200 bps, a $3,925,000,000 five-year term loan A-2 (BBB-) priced at Libor plus 225 bps and a $1.8 billion term loan A-3 (BBB-).

Dell buying EMC

Proceeds from Dell’s credit facility, $20 billion of senior secured notes, senior unsecured notes, equity and cash on hand will be used to fund the acquisition of EMC Corp. for $24.05 per share in cash. The total transaction value is about $67 billion.

Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, Bank of America Merrill Lynch, Barclays, Citigroup Global Markets Inc., Goldman Sachs Bank USA, Deutsche Bank Securities Inc. and RBC Capital Markets are leading the credit facility.

Closing on the acquisition is subject to EMC shareholder approval, regulatory approval and other customary conditions.

Dell is a Round Rock, Texas-based technology and services company owned by Michael S. Dell, founder, chairman and chief executive officer, MSD Partners and Silver Lake. EMC is a Hopkinton, Mass.-based technology company. The combined enterprise systems business will be located in Hopkinton, Mass.

TransDigm moves deadline

TransDigm accelerated the commitment deadline on its $950 million seven-year covenant-light term loan F to 5 p.m. ET on Wednesday from Thursday, according to a market source.

The term loan F, split between a $500 million funded tranche and a $450 million delayed-draw tranche, is talked at Libor plus 300 bps to 325 bps with a 0.75% Libor floor, an original issue discount of 99, 101 repricing protection for one year and a ticking fee of the full spread plus the floor after 30 days.

Credit Suisse Securities (USA) LLC is the left lead on the loan that will be used with $950 million of senior subordinated notes to fund the $1 billion acquisition of ILC Holdings Inc., the parent company of Data Device Corp., from Behrman Capital and for general corporate purposes, including potential future acquisitions or dividends.

Closing on the acquisition is expected before the end of fiscal 2016, subject to regulatory approvals and customary conditions.

TransDigm amending

As previously reported, along with the term loan F, the company is seeking to amend the incremental capacity in the existing credit agreement, to upsize its revolver by up to $50 million and to extend the revolver maturity to Feb. 28, 2020.

Furthermore, pricing on the existing term loan E will be increased to Libor plus 300 bps from Libor plus 275 bps.

Consenting lenders are being offered a 5-bps fee for the amendment.

TransDigm is a Cleveland-based designer, producer and supplier of highly engineered aircraft components for use on commercial and military aircraft. ILC is a Bohemia, N.Y.-based supplier of databus and power supply products for the military and commercial aerospace markets.

J. Jill downsizes

J. Jill reduced its fungible add-on term loan B to $40 million from $85 million, and left pricing at Libor plus 500 bps with a 1% Libor floor and an original issue discount of 99, according to a market source.

The spread and floor on the add-on term loan matches existing term loan B pricing.

As before, all of the term loan B debt is getting 101 soft call protection for six months.

Jefferies Finance LLC is leading the deal that will be used to fund a dividend payment. The amount of the dividend was reduced as a result of the add-on loan downsizing.

Allocations went out on Tuesday, the source added.

J. Jill is a Quincy, Mass.-based multi-channel fashion retailer of women’s apparel, accessories and footwear.

MKS guidance emerges

Also on the primary front, MKS Instruments held its lender call on Tuesday, launching its $780 million covenant-light term loan B due April 29, 2023 with talk of Libor plus 350 bps with a 0.75% Libor floor, a par issue price and 101 soft call protection for six months, a market source said.

Proceeds will be used to reprice the company’s existing term loan B from Libor plus 400 bps with a 0.75% Libor floor, and existing lenders are getting repaid at 101 due to current call protection.

Commitments are due by 5 p.m. ET on Friday, the source added.

Barclays is leading the deal.

MKS is an Andover, Mass.-based provider of instruments, subsystems and process control solutions that measure, control, power, monitor and analyze critical parameters of advanced manufacturing processes.

Ferrara discloses talk

Ferrara Candy came out with talk of Libor plus 475 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months on its $500 million seven-year senior secured first-lien covenant-light term loan B (B2/B) that launched with a bank meeting during the session, according to a market source.

Commitments are due on June 9, the source said.

Morgan Stanley Senior Funding Inc. is leading the loan, which will be used to refinance existing debt and to pay a dividend to existing shareholders.

Ferrara Candy is an Oakbrook Terrace, Ill.-based confectionery and candy manufacturer.

Cinemark launches

Cinemark hosted its lender call, launching its $664 million covenant-light term loan B due May 8, 2022 with talk of Libor plus 275 bps with no Libor floor, a par issue price and 101 soft call protection for six months, according to a market source.

Commitments are due by 5 p.m. ET on June 7, the source continued.

Barclays is leading the deal that will reprice the existing term loan B from Libor plus 300 bps with no Libor floor.

Cinemark is a Plano, Texas-based motion picture exhibitor.

Cushman terms surface

Cushman & Wakefield released talk of Libor plus 325 bps with a 1% Libor floor and an original issue discount of 99 to 99.5 on its $250 million add-on first-lien term loan due 2021 that launched with an afternoon lender call, a source said.

Commitments are due on June 7, the source added.

UBS Investment Bank is leading the deal that will be used for general corporate purposes.

Cushman & Wakefield is a real estate services firm.

Hertz sets meeting

Hertz surfaced with plans to hold a bank meeting on Thursday to launch a $2.4 billion credit facility, a market source remarked.

The facility consists of a $1.7 billion revolver and a $700 million term loan B, the source said.

Barclays. Credit Agricole, Bank of America Merrill Lynch, BMO Capital Markets, BNP Paribas Securities Corp., Citigroup Global Markets Inc., Goldman Sachs & Co., J.P. Morgan Securities LLC and RBC Capital Markets are leading the deal.

The new revolver will replace the company’s existing asset-based revolver due 2017 in connection with the spinoff of its equipment rental business and the term loan will be used to refinance existing debt.

Hertz is an Estero, Fla.-based car rental company.

J.C. Penney on deck

J.C. Penney set a bank meeting for Wednesday to launch an up to $2 billion seven-year term loan that is talked at Libor plus 450 bps to 475 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, according to a market source.

J.P. Morgan Securities LLC is leading the deal.

Proceeds will be used by the Plano, Texas-based apparel and home furnishings retailers to refinance an existing real estate term loan.

Chefs’ Warehouse readies deal

Chefs’ Warehouse scheduled a bank meeting for 11 a.m. ET on Thursday to launch a $405 million credit facility, a market source remarked.

The facility consists of a $75 million ABL revolver, a $280 million term loan and a $50 million delayed-draw term loan, the source continued.

Jefferies Finance LLC is the left lead on the deal that will be used to refinance existing credit facility debt, to retire outstanding senior secured notes, for general corporate purposes and for potential acquisitions.

Chefs’ Warehouse is a Ridgefield, Conn.-based distributor of specialty food products.

Westen Refining wraps

In other news, Western Refining Inc. completed syndication of its $500 million seven-year incremental covenant-light term loan B-2 at initial talk of Libor plus 450 bps with a 1% Libor floor and an original issue discount of 98, sources said.

Bank of America Merrill Lynch, Goldman Sachs & Co., J.P. Morgan Securities LLC, UBS Investment Bank and Wells Fargo Securities LLC are leading the loan that allocated late last week.

Proceeds will be used with cash on hand to fund the acquisition of all of the outstanding common units of Northern Tier Energy LP that Western Refining does not already own for $15 in cash and 0.2986 of a share of Western Refining common stock per common unit.

Closing is expected this quarter, subject to customary conditions, including approval by Northern Tier unitholders.

Western Refining is an El Paso, Texas-based independent refining and marketing company. Northern Tier is a Tempe, Ariz.-based independent downstream energy company.

Calpine closes

Calpine Corp. completed its $562 million seven-year covenant-light term loan B-7, according to a news release.

Pricing on the term loan is Libor plus 300 bps with no Libor floor, and it was sold at an original issue discount of 99. The debt has 101 soft call protection for six months.

During syndication, the loan was upsized from $500 million and the spread firmed at the high end of the Libor plus 275 bps to 300 bps talk.

Citigroup Global Markets Inc., Bank of America Merrill Lynch, MUFG, Barclays, BNP Paribas Securities Corp., Credit Agricole, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Morgan Stanley Senior Funding LLC, RBC Capital Markets and UBS Investment Bank led the loan that was used with $625 million in senior secured notes to repay an $805.8 million term loan due in 2019 and a $381.2 million term loan due in 2020.

Calpine is a Houston-based generator of electricity from natural gas and geothermal resources.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.