KBR revised; Hilton Grand accelerated; SBA, Kenan, Signature, BRP, ProMach and more set talk

By Sara Rosenberg

New York, Jan. 9 – In the primary market on Tuesday, KBR Inc. increased the size of its term loan B, set the spread at the low end of guidance, added a step-down and tightened the original issue discount, and Hilton Grand Vacations Borrower LLC moved up the commitment deadline for its incremental term loan B.

Also, SBA Communications Corp., Kenan Advantage Group Inc., Signature Aviation plc, BRP Inc. (Bombardier Recreational Products Inc.), ProMach Group Inc., WEX Inc., ArcLight GCX (AL GCX Holdings LLC) and Idemia all released price talk with launch.

Furthermore, Dave & Buster’s Inc., Focus Financial, Solenis and 1-800 Contacts Inc. jumped onto this week’s primary calendar.

KBR reworked

KBR lifted its seven-year term loan B to $1 billion from $800 million, firmed pricing at SOFR plus 225 basis points, the low end of the SOFR plus 225 bps to 250 bps talk, added a step-down to SOFR plus 200 bps at less than 2x total net leverage and changed the original issue discount to 99.75 from 99.5, according to a market source.

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

Commitments are due at noon ET on Wednesday, accelerated from noon ET on Thursday, the source added.

BofA Securities Inc. is the left lead on the deal that will be used to refinance an existing term loan B due 2027 and to pay down revolver borrowings.

KBR is a Houston-based provider of differentiated, professional services and technologies across a government, defense and industrial base.

Hilton tweaks timing

Hilton Grand Vacations accelerated the commitment deadline for its $900 million seven-year incremental term loan B (Ba2/BB+) to 2 p.m. ET on Wednesday from noon ET on Thursday, a market source said.

Talk on the term loan is SOFR plus 275 bps to 300 bps with a 0% floor, an original issue discount of 99.5 and 101 soft call protection for six months.

BofA Securities Inc., Deutsche Bank Securities Inc., Barclays, JPMorgan Chase Bank, MUFG and Goldman Sachs Bank USA are leading the deal that will be used with $900 million of senior secured notes to fund the acquisition of Bluegreen Vacations Holding Corp. for $75 per share, representing total consideration of about $1.5 billion, inclusive of net debt.

Pro forma net secured leverage is expected to be 2.1x and total net leverage is expected to be 3.4x, excluding non-recourse securitized debt, based on LTM Sept. 30, 2023 pro forma adjusted EBITDA attributable to stockholders of $1.249 billion.

Closing is anticipated during the first half of this year, subject to regulatory approvals.

Hilton Grand Vacations is an Orlando, Fla.-based timeshare company. Bluegreen Vacations is a Boca Raton, Fla.-based vacation ownership company.

SBA guidance

SBA Communications held its lender call on Tuesday morning and announced talk on its $2 billion seven-year term loan B (BBB-) at SOFR plus 200 bps with a 0% 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 and no CSA.

Commitments are due on Jan. 18, the source added.

TD Securities (USA) LLC and Mizuho are the joint lead arrangers on the deal, and are joint bookrunners with Barclays, Citigroup Global Markets Inc., Goldman Sachs Bank USA, JPMorgan Chase Bank and Wells Fargo Securities LLC.

The term loan will be used with cash on hand and a revolver draw to refinance an existing roughly $2.4 billion term loan B due April 2025 priced at SOFR+10 bps CSA plus 175 bps, and to pay related fees and expenses.

SBA is a Boca Raton, Fla.-based owner and operator of wireless communications infrastructure.

Kenan launches

Kenan Advantage Group launched on its afternoon call its $1.525 billion five-year covenant-lite term loan B at talk of SOFR plus 400 bps to 425 bps with a 0% floor and an original issue discount of 99, a market source remarked.

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

The company’s $1.725 billion of credit facilities (B) also include a $200 million five-year revolver.

Commitments are due at 5 p.m. ET on Jan. 18, the source added.

KeyBanc Capital Markets, Citizens, CIBC, ING, Barclays, MUFG, Regions, UBS Investment Bank and Fifth Third are leading the deal that will be used to extend existing credit facilities from March 2026 and to pay related fees and expenses.

Kenan Advantage, owned by OMERS, is a North Canton, Ohio-based provider of liquid bulk transportation services to the fuels, chemicals, liquid foods and merchant gas markets.

Signature hosts call

Signature Aviation held a lender call at 2 p.m. ET, launching a $1.663 billion term loan B-2 (B2/B+) due July 2029 at talk of SOFR plus 325 bps with a 0.5% floor and 101 soft call protection for six months, according to a market source.

Of the total term loan amount, $1.483 billion is a repricing of the company’s existing term loan B-2 due July 2029 that is talked with a par issue price, and $180 million is a fungible add-on that will be used primarily to repay revolver borrowings and is talked with an original issue discount of 99.75, the source said.

The repricing will take the existing term loan B-2 down from SOFR plus 375 bps with a 0.5% floor.

RBC Capital Markets is the left lead on the deal.

Blackstone, Global Infrastructure Partners and Cascade are the sponsors.

Signature Aviation is a London-based aviation services company.

BRP proposed terms

BRP came out with talk of SOFR plus 275 bps with a 0% floor, an original issue discount of 99.5 to 99.75 and 101 soft call protection for six months on its $750 million term loan B-4 (Ba1/BB) due January 2031 shortly before its 2 p.m. ET lender call began, a market source said.

Commitments are due at noon ET on Friday.

BMO Capital Markets, RBC Capital Markets, TD Securities (USA) LLC, Citigroup Global Markets Inc., National Bank of Canada and CIBC are leading the deal that will be used to amend and extend a portion of the company’s existing roughly $1.466 billion term loan B-1 due May 2027.

BRP is a Valcourt, Quebec-based designer, manufacturer, distributor and marketer of motorized recreational vehicles and powersports engines.

ProMach comes to market

ProMach Group held a lender call at 11 a.m. ET, launching a $1.8542 billion senior secured covenant-lite first-lien term loan B (B1/B-) due Aug. 31, 2028 at talk of SOFR plus 375 bps with 0 bps CSA, a 1% floor, a par issue price and 101 soft call protection for six months, according to a market source.

The term loan has a 25 bps step-down at 4.75x first-lien net leverage, but can’t step-down until the March 31, 2024 compliance certificate is delivered.

Commitments are due at 10 a.m. ET on Friday, the source added.

Morgan Stanley Senior Funding Inc. is the left lead on the deal that will be used to reprice existing term loans.

ProMach is a Covington, Ky.-based provider of packaging solutions to the food, beverage, pharmaceutical, personal care and household and industrial goods industries.

WEX repricing

WEX launched in the morning without a lender call a $1.402 billion covenant-lite term loan B due April 1, 2028 at talk of SOFR plus 175 bps to 200 bps with a 0% floor, a par issue price and 101 soft call protection for six months, a market source remarked.

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

Wells Fargo Securities LLC is the left lead on the deal that will be used to reprice an existing term loan B down from SOFR+CSA plus 225 bps. The CSA on the existing loan is 11.448 bps one-month rate, 26.161 bps three-month rate and 42.826 bps six-month rate.

WEX is a Portland, Me.-based commerce platform that helps businesses solve for operational complexities like employee benefits, managing and mobilizing fleets, and streamlining business payments.

ArcLight GCX holds call

ArcLight GCX emerged in the morning with plans to hold a lender call at 11 a.m. ET to launch a $598 million first-lien term loan (Ba3/B+) due May 17, 2029 talked at SOFR plus 325 bps with no CSA, a 0.5% floor, a par issue price for existing lenders, an original issue discount of 99.75 to par for new money lenders, and 101 soft call protection for six months, according to a market source.

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

Barclays is the left lead on the deal that will be used to reprice an existing $598 million first-lien term loan due May 2029 down from SOFR+CSA plus 350 bps with a 0.5% floor. The existing CSA is 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate.

ArcLight GCX is a new-build 450-mile Permian natural gas pipeline.

Idemia launches

Idemia launched during the session a $750 million term loan due September 2028 talked at SOFR plus 425 bps with a 0.75% floor, a par issue price and 101 soft call protection for six months, a market source said.

Commitments are due at 5 p.m. ET on Jan. 16, the source added.

JPMorgan Chase Bank is the physical bookrunner on the deal. BNP Paribas Securities Corp., Credit Agricole, CM-CIC, Deutsche Bank Securities Inc., Goldman Sachs Bank USA, HSBC Securities (USA) Inc., Morgan Stanley Senior Funding Inc., Natixis, Nomura and Societe Generale are joint bookrunners. JPMorgan will become administrative agent on the U.S. term loan, replacing Alter Domus.

The transaction will be used to reprice an existing term loan down from SOFR plus 475 bps with a 0.75% floor.

Advent is the sponsor.

Idemia is a France-based provider of security technology products and services.

Dave & Buster’s on deck

Dave & Buster’s set a lender call for 11 a.m. ET on Wednesday to launch an $897.75 million covenant-lite term loan B due June 2029, according to a market source.

Talk on the term loan is SOFR plus 325 bps with a 0.5% floor, a par issue price, 101 soft call protection for six months and 0 bps CSA, the source added.

Commitments are due at 10:30 a.m. ET on Friday.

Deutsche Bank Securities Inc. is the left lead on the deal that will be used to reprice an existing $897.75 million term loan B due June 2029 down from SOFR+10 bps CSA plus 375 bps with a 0.5% floor.

Dave & Buster’s is a Coppell, Tex.-based owner and operator of entertainment and dining venues.

Focus joins calendar

Focus Financial will hold a lender call at 10 a.m. ET on Wednesday to launch a repricing transaction, a market source remarked.

RBC Capital Markets and SPC Capital Markets are leading the arranger group.

Focus Financial is a New York-based partnership of independent, fiduciary wealth management firms operating in the registered investment advisor industry.

Solenis readies deal

Solenis scheduled a lender call for 10 a.m. ET on Thursday to launch a $796 million term loan B due 2028, according to a market source.

Goldman Sachs Bank USA is the left lead on the deal that will be used to reprice and combine the company’s $500 million 2023 incremental term loan B due 2028 and $296 million 2022 incremental term loan B due 2028.

Solenis, a Platinum Equity portfolio company, is a Wilmington, Del.-based provider of services for water intensive and disinfection end markets.

1-800 Contacts coming soon

1-800 Contacts set a lender call for 11:30 a.m. ET on Wednesday to launch a $350 million incremental term loan, a market source remarked.

KKR Capital Markets is the left lead on the deal that will be used to partially refinance a second-lien term loan and to fund a shareholder distribution.

1-800 Contacts is an Orem, Utah-based seller of contact lenses.

Fund flows

In other news, actively managed loan fund flows on Monday were negative $3 million and loan ETFs were positive $32 million, sources said.

Outflows for loan funds week-to-date total an estimated $4 million, compared to inflows in the prior week of $64 million, sources added.

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