Harbor Freight, Promontory, APi Group, UnitedLex free up; Maravai LifeSciences revised

By Sara Rosenberg

New York, Oct. 14 – Harbor Freight Tools USA Inc. finalized the spread on its first-lien term loan at the low end of guidance and added a leverage-based step-down, and then the debt made its way into the secondary market on Wednesday.

Also, Promontory Interfinancial Network LLC (Nexus Buyer LLC) and APi Group Inc. tightened the original issue discounts on their incremental term loans before breaking for trading in the afternoon, and UnitedLex’s term loan freed up as well.

In addition, Maravai LifeSciences (Maravai Intermediate Holdings LLC) reduced pricing on its first-lien term loan B and added a ratings-based step-down, and upsized its revolver, and Mega Broadband Investments Holdings LLC, Quirch Foods LLC and 1-800 Contacts Inc. (CNT Holdings I Corp.) accelerated the commitment deadlines for their term loans.

Furthermore, Advantage Sales & Marketing Inc., Wheel Pros, Parts Authority (PAI Holdco Inc.), Adevinta, Chobani LLC, Zywave Inc. and ProAmpac announced price talk with launch, and Hyperion Insurance Group Ltd., Veracode (Valkyr Purchaser LLC), Barracuda Networks and Veregy joined this week’s primary calendar.

Harbor updated, trades

Harbor Freight Tools firmed pricing on its $3 billion seven-year covenant-lite first-lien term loan (Ba3/BB-) at Libor plus 325 basis points, the tight end of the Libor plus 325 bps to 350 bps talk, and added a 25 bps step-down at 2.75x total net leverage, according to a market source.

The term loan still has a 0.75% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

Commitments were due at noon ET on Wednesday, accelerated from 5 p.m. ET on Wednesday, and the term loan freed to trade in the afternoon, with levels quoted at 99¼ bid, 99¾ offered, another source added.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to refinance existing debt and fund a dividend.

Harbor Freight is a Camarillo, Calif.-based retailer of tools and equipment.

Promontory revised, breaks

Promontory Interfinancial Network modified the original issue discount on its fungible $340 million incremental covenant-lite first-lien term loan (B2/B-) due November 2026 to 99 from the 98.75 area, a market source said.

Like the existing first-lien term loan, the incremental term loan is priced at Libor plus 375 bps with a 0% Libor floor.

Recommitments were due at 11:30 a.m. ET on Wednesday and the incremental term loan emerged in the secondary market in the afternoon, with levels quoted at 99¼ bid, 99¾ offered, a trader added.

Nomura, RBC Capital Markets, UBS Investment Bank, Morgan Stanley Senior Funding Inc. and Blackstone are leading the deal that will be used to repay a portion of the company’s second-lien term loan, to fund a distribution to shareholders, and to pay fees and expenses.

Closing is expected in mid-October.

Promontory Interfinancial is an Arlington, Va.-based financial technology solutions provider offering deposit placement and funding services to financial institutions.

APi tweaked, frees up

APi Group changed the original issue discount on its non-fungible $250 million incremental senior secured covenant-lite term loan B (Ba3/BB-) due October 2026 to 98.5 from 98, a market source remarked.

As before, the incremental term loan is priced at Libor plus 275 bps with a 0% Libor floor and has 101 soft call protection for six months.

Citigroup Global Markets Inc., U.S. Bank, Barclays, BofA Securities Inc. and UBS Investment Bank are leading the deal that will be used to replenish balance sheet cash and to pay transaction costs, fees and expenses.

With this transaction, the company sought an amendment to its credit agreement to add guarantors organized outside of the United States and Canada subject to certain agreed security principles and a guarantor coverage test of at least 85% of consolidated EBITDA.

Lenders were offered a 10 bps amendment fee.

Commitments and consents were due at noon ET on Wednesday and the incremental term loan broke for trading in the afternoon, with levels quoted at 98¾ bid, 99¾ offered, another source added.

Closing is expected on Oct. 22.

APi is a New Brighton, Minn.-based business services provider of safety, specialty and industrial services.

UnitedLex hits secondary

UnitedLex’s $110 million term loan began trading as well, with levels quoted at 97½ bid, 98½ offered, a market source said.

Pricing on the term loan is Libor plus 575 bps with a 0% Libor floor and it was sold at an original issue discount of 97. The debt has 101 soft call protection for one year.

During syndication, pricing on the term loan was increased from talk in the range of Libor plus 500 bps to 525 bps, the call protection was extended from six months and a number of changes were made to documentation.

Macquarie Capital (USA) Inc. and BNP Paribas Securities Corp. are the leads on the deal.

The term loan originally closed in March but was not syndicated until now.

Proceeds were used to repay the existing credit facility, partially repay a shareholder loan, make a payment to the prior sellers given a component of deferred purchase price, and provide cash to the balance sheet.

UnitedLex is an Overland Park, Kan.-based legal outsourcing services provider.

Maravai changes emerge

Back in the primary market, Maravai LifeSciences trimmed pricing on its $600 million seven-year covenant-lite first-lien term loan B to Libor plus 425 bps from Libor plus 450 bps, and added a 25 bps step-down at B2/B corporate family ratings, according to a market source.

The term loan still has a 25 bps step-down at 4.5x net first-lien leverage, a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

Additionally, the company lifted its five-year revolver to $180 million from $150 million, the source said.

Commitments remain due at noon ET on Thursday, the source added.

Morgan Stanley Senior Funding Inc., Goldman Sachs Bank USA, Jefferies LLC and Antares Capital LP are leading the now $780 million of senior secured credit facilities that will be used to refinance existing debt, fund the repurchase of an existing Cygus minority interest, fund a distribution to shareholders, and pay transaction fees and expenses.

Maravai, a GTCR portfolio company, is a San Diego-based provider of life science reagents and services to researchers and biotech innovators.

Mega Broadband accelerated

Mega Broadband moved up the commitment deadline for its $650 million seven-year term loan B to end of day on Thursday from Oct. 20, a market source said.

Talk on the term loan is Libor plus 350 bps with a 0.75% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

The company’s $725 million of senior secured credit facilities also include a $75 million five-year revolver.

Truist Securities Inc., Credit Suisse Securities (USA) LLC, TD Securities (USA) LLC and Citizens are leading the deal that will be used to refinance existing debt and fund a distribution to existing shareholders.

On Sept. 28, it was announced that Cable One Inc. will make a strategic investment in Mega Broadband. Cable One will purchase a 45% minority stake from affiliates of GTCR for about $574.1 million in cash. The investment is expected to close in the fourth quarter.

Mega Broadband is a broadband provider.

Quirch moves deadline

Quirch Foods accelerated the commitment deadline for its $475 million seven-year senior secured first-lien term loan B (B3/B) to 5 p.m. ET on Friday from noon ET on Oct. 20, according to a market source.

Talk on the term loan is Libor plus 525 bps to 550 bps with a 1% Libor floor, an original issue discount of 98 and 101 soft call protection for six months.

The company also plans on getting a $200 million ABL revolver.

RBC Capital Markets is the left lead on the deal that will be used with equity to fund the acquisition of Colorado Boxed Beef Co. from Altamont Capital Partners.

Closing is expected this month.

Quirch Foods, a Palladium Equity Partners portfolio company, is a Coral Gables, Fla.-based specialty protein supplier to chain grocery stores. Colorado Boxed Beef is a Lakeland, Fla.-based protein supplier to chain grocery stores, foodservice distributors and other customers in large markets.

1-800 tweaks timing

1-800 Contacts accelerated the commitment deadline for its first- and second-lien term loans to noon ET on Friday from Oct. 20, a market source remarked.

The $930 million seven-year covenant-lite first-lien term loan B (B2/B) is talked at Libor plus 375 bps to 400 bps with a 0.75% Libor floor, an original issue discount of 99 to 99.5 and 101 soft call protection for six months, and the $340 million eight-year covenant-lite second-lien term loan (Caa2/CCC+) is talked at Libor plus 750 bps to 775 bps with a 0.75% Libor floor, a discount of 99 and hard call protection of 102 in year one and 101 in year two.

The company’s $1.38 billion of senior secured credit facilities also include a $110 million five-year revolver (B2/B).

Morgan Stanley Senior Funding Inc., KKR Capital Markets, Jefferies LLC, UBS Investment Bank, Barclays, Credit Suisse Securities (USA) LLC, Societe Generale, Mizuho and MUFG are leading the deal, with Morgan Stanley the left lead on the first-lien loan and KKR the left lead on the second-lien loan.

Proceeds will be used to help fund the buyout of the company by KKR from AEA Investors.

1-800 Contacts is a Draper, Utah-based seller of contact lenses.

Advantage Sales talk

Advantage Sales & Marketing launched on its Wednesday call a $1.6 billion seven-year covenant-lite first-lien term loan talked at Libor plus 450 bps with a 0.75% Libor floor, an original issue discount of 98.5 and 101 soft call protection for six months, according to a market source.

Commitments are due at 5 p.m. ET on Oct. 22.

The company’s $2 billion of credit facilities also include a $400 million five-year asset-based revolver priced initially at Libor plus 225 bps with a 0.5% Libor floor and a 37.5 bps commitment fee, the company disclosed in a DEFA14A filed with the Securities and Exchange Commission.

BofA Securities Inc., Morgan Stanley Senior Funding Inc., Deutsche Bank Securities Inc. and Apollo are leading the deal.

Advantage Sales refinancing

Advantage Sales will use the new credit facilities, along with $500 million of other senior secured debt and $1.154 billion in cash and equity, to refinance an accounts receivable securitization facility, $2.455 billion of first-lien term loan B1/B2 debt and a $760 million second-lien term loan.

The refinancing is being done in connection with the acquisition of Advantage Sales’ parent company, Advantage Solutions Inc., by Conyers Park II Acquisition Corp.

First-lien/total leverage is 4.1x and net leverage is 3.8x based on LTM June 30 adjusted EBITDA of $508 million.

Closing is expected as early as late October, subject to approval by Conyers Park’s stockholders, the expiration of the HSR Act waiting period, the debt financing and other customary conditions.

Advantage Sales is an Irvine, Calif.-based provider of outsourced sales and marketing services to consumer goods manufacturers and retailers.

Wheel Pros guidance

Wheel Pros held its call in the afternoon and announced talk on its $735 million seven-year first-lien term loan at Libor plus 500 bps to 525 bps with a 1% Libor floor, an original issue discount of 98.5 and 101 soft call protection for six months, according to a market source.

The company’s $1.045 billion of credit facilities also include a $100 million five-year ABL revolver and a $210 million second-lien term loan.

Commitments are due on Oct. 28, the source added.

UBS Investment Bank is leading the deal that will be used to refinance existing debt and to fund a dividend.

Wheel Pros is a distributor of proprietary branded wheels and performance tires.

Parts Authority launches

Parts Authority launched at its morning bank meeting its $600 million seven-year senior secured first-lien term loan at talk of Libor plus 425 bps with a 1% Libor floor, an original issue discount of 98.5 to 99 and 101 soft call protection for six months, a market source remarked.

Commitments are due at 3 p.m. ET on Oct. 23, the source added.

The company’s $925 million of credit facilities also include a $125 million five-year ABL revolver and a $200 million privately placed eight-year senior secured second-lien term loan.

Jefferies LLC and Golub are leading the deal that will be used to help fund the buyout of the company by Kohlberg & Co. LLC from The Jordan Co.

Parts Authority is a Lake Success, N.Y.-based automotive aftermarket replacement parts distribution platform serving the do-it-for-me and do-it-yourself e-commerce segments of the automotive aftermarket.

Adevinta proposed terms

Adevinta came out with price talk on its $500 million (€426 million equivalent) term loan B and its €900 million term loan B in connection with its lender call on Wednesday, according to market sources.

Talk on the U.S. term loan is Libor plus 325 bps to 350 bps with a 0.75% Libor floor and an original issue discount of 98.5, and talk on the euro term loan is Euribor plus 350 bps to 375 bps with a 0% floor and a discount of 98.5, sources said. Both term loans (Ba3/BB-/BB+) have 101 soft call protection for six months.

Barclays and Citigroup are the global coordinators on the deal and physical bookrunners on the euro loan. Barclays is the physical bookrunner on the U.S. loan. Joint bookrunners include BNP Paribas Securities Corp., DNB and J.P. Morgan Securities LLC. Mandated lead arrangers include BofA Securities Inc. and ING.

Commitments are due at 9 a.m. ET on Oct. 23.

The loans will be used with €1.06 billion of other secured debt to refinance existing debt and to help fund the acquisition of eBay Classifieds Group, an online classifieds company, from eBay Inc. for $9.2 billion, split between $2.5 billion in cash and 540 million shares of Adevinta.

Closing is expected by the first quarter of 2021, subject to regulatory approvals and customary conditions.

Adevinta is an Oslo-based online classifieds company.

Chobani details surface

Chobani held its call during the session and launched a $500 million seven-year first-lien term loan (B-) talked at Libor plus 350 bps to 375 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.

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

BofA Securities Inc., J.P. Morgan Securities LLC, TD Securities (USA) LLC and KeyBanc Capital Markets LLC are leading the deal that will be used to help refinance existing debt.

Chobani is a Norwich, N.Y.-based producer of Greek yogurt.

Zywave reveals talk

Zywave launched on its morning call its $340 million seven-year covenant-lite first-lien term loan B at talk of Libor plus 400 bps with a 0.75% Libor floor, an original issue discount of 99 to 99.5 and 101 soft call protection for six months, a market source said.

The company’s $390 million of senior secured credit facilities also include a $50 million five-year revolver.

Commitments are due at noon ET on Oct. 27, the source added.

Morgan Stanley Senior Funding Inc., Credit Suisse Securities (USA) LLC, Antares Capital, Ares and Golub are leading the deal that will be used with a privately placed second-lien term loan to finance the acquisition of Zywave, to provide for working capital needs and general corporate purposes, and to pay fees and expenses related to the transaction.

Zywave is a Milwaukee-based insurance technology provider.

ProAmpac holds call

ProAmpac hosted its call in the morning, launching its fungible roughly $114 million five-year incremental first-lien term loan at talk of Libor plus 350 bps with a 1% Libor floor and an original issue discount of 99.5, according to a market source.

The extension of the company’s existing roughly $1.351 billion first-lien term loan to a five-year maturity from Nov. 18, 2023 is being offered with an extension fee of 50 bps, and pricing on the extended term loan is talked at Libor plus 350 bps with a 1% Libor floor, which matches current pricing, the source continued.

All of the first-lien term loan debt will get 101 soft call protection for six months.

The company is also increasing its revolver by $75 million to $200 million.

Commitments/extensions are due on Oct. 26, the source added.

Antares Capital, J.P. Morgan Securities LLC and Goldman Sachs Bank USA are leading the deal.

The incremental term loan will be used with $360 million of privately placed second-lien notes to refinance an existing $215 million second-lien term loan, fund a planned acquisition and repay revolver drawings.

ProAmpac, a Pritzker Private Capital portfolio company, is a Cincinnati-based supplier of flexible packaging products.

Hyperion readies loan

Hyperion Insurance Group scheduled a lender call for noon ET on Thursday to launch a $625 million incremental senior secured term loan B, a market source said.

Morgan Stanley Senior Funding Inc. is the left lead on the deal that will be used to fund the acquisition of A-Plan Group, a personal and commercial lines insurance broker, to repay revolver borrowings, to fund the Locked Box Account, and to pay related fees and expenses.

HgCapital will make a £500 million equity investment in Hyperion, adding Hg as long-term investors in Hyperion alongside General Atlantic and Caisse de dépôt et placement du Québec.

Hyperion is a London-based insurance intermediary group.

Veracode on deck

Veracode set a lender call for 10:30 a.m. ET on Thursday to launch a $300 million seven-year first-lien term loan B, according to a market source.

The term loan has 101 soft call protection for six months, the source said.

Barclays is the left lead on the deal that will be used to refinance the company’s $300 million in existing borrowings and pay related fees and expenses.

Veracode is a Burlington, Mass.-based provider of SaaS based application security testing solutions designed to enhance security and proactively prevent security breaches.

Barracuda joins calendar

Barracuda Networks set a lender call for 11 a.m. ET on Thursday to launch $571 million of term loans, a market source remarked.

The debt is split between a fungible $206 million add-on first-lien term loan B and a $365 million second-lien term loan, the source added.

Goldman Sachs Bank USA is the left lead on the deal that will be used to fund a dividend to existing shareholders.

Barracuda Networks is a Campbell, Calif.-based provider of security and data protection solutions.

Veregy readies deal

Veregy surfaced with plans to hold a call at 10 a.m. ET on Friday to launch $342.5 million of credit facilities, according to a market source.

The facilities consist of a $42.5 million revolver, a $250 million covenant-lite first-lien term loan and a $50 million delayed-draw term loan, the source said.

UBS Investment Bank and BNP Paribas Securities Corp. are leading the deal that will be used to help fund the buyout of the company by Court Square Capital.

Veregy is a Phoenix-based provider of energy efficiency solutions, solar and smart building technology.

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