York Risk, Templar, Intrawest break; Rite Aid softens; Ranpak, Crowne, Auxilium revised

By Sara Rosenberg

New York, Sept. 18 – York Risk Services Group, Templar Energy LLC and Intrawest Resorts Holdings Inc. all freed up for trading on Thursday, and Rite Aid Corp.’s term loans softened following the release of quarterly results in which it was revealed that full-year guidance was lowered.

Moving to the primary, Ranpak Holdings Inc. modified sizes, spreads and offer prices on its term loans, Crowne Group LLC raised pricing on its first-lien term loan and added a financial covenant, and Auxilium Pharmaceuticals Inc. tightened the discount on its add-on term loan.

Also, Mannington Mills moved up the commitment deadline on its term loan B, and Zebra Technologies Corp., Pilot Travel Centers LLC and Halyard Health Inc., Sage Automotive Holdings Inc. came out with price talk with launch.

York Risk frees up

York Risk Services’ credit facility hit the secondary market on Thursday, with the $555 million seven-year covenant-light term loan B and $60 million delayed-draw term loan strip quoted at 99 5/8 bid, par 1/8 offered, according to a trader.

Pricing on the term loan debt is Libor plus 375 basis points with a 1% Libor floor and it was sold at an original issue discount of 99¼. There is 101 soft call protection for one year.

Recently, pricing on the B loan was trimmed from Libor plus 400 bps, the discount firmed at the midpoint of the 99 to 99½ talk, the call protection was extended from six months and the delayed-draw term loan was added.

The company’s $715 million credit facility also includes a $100 million five-year revolver.

York Risk lead banks

Bank of America Merrill Lynch, Morgan Stanley Senior Funding Inc., RBC Capital Markets, Barclays, BMO Capital Markets and Nomura are leading the deal that will be used with $270 million of notes to help fund the $1,325,000,000 buyout of the company by Onex Corp. from ABRY Partners.

The delayed-draw loan will be used for acquisition financing.

York Risk is a Parsippany, N.J.-based provider of risk management, claims management and managed care services.

Templar starts trading

Templar Energy’s fungible $550 million senior secured add-on second-lien covenant-light term loan (B3/B-) due Nov. 25, 2020 also broke for trading, with levels quoted at 97¼ bid, 97¾ offered, according to a trader.

Pricing on the add-on loan is Libor plus 750 bps with a 1% Libor floor and it was sold at an original issue discount of 97. There is hard call protection of 102 through Nov. 25, 2014 and 101 through Nov. 25, 2015.

During syndication, the new debt was revised to an add-on from a stand-alone tranche, pricing firmed at the low end of the Libor plus 750 bps to 775 bps talk and the discount widened from 98.

Other changes made were an amendment to the definition of permitted liens and the removal of the free and clear accordion basket.

Templar amending existing

With the add-on, pricing on the Templar Energy’s existing $900 million second-lien term loan is being lifted to Libor plus 750 bps with a 1% Libor from Libor plus 700 bps with a 1% Libor floor.

The add-on is being effected through a consent by existing term loan holders.

Citigroup Global Markets Inc., Barclays, Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc. and Natixis are leading the add-on term loan that will be used to help fund acquisition of Newfield’s Anadarko Basin Granite Wash assets.

Closing is expected on Friday.

Templar Energy is an Oklahoma City-based exploration and production company.

Intrawest tops OID

Intrawest Resorts’ $60 million add-on term loan freed up to, with levels seen at 99 5/8 bid, par 1/8 offered, a trader said.

Pricing on the add-on is Libor plus 450 bps with a 1% Libor floor, which matches the existing term loan, and it was sold at an original issue discount of 99 7/8, after tightening the other day from 99½.

Bank of America Merrill Lynch is leading the deal that will be used to fund the C$58 million acquisition of the 50% interest in Blue Mountain Ski Resort in Ontario that IntraWest does not already own from Blue Mountain Resorts Holdings Inc.

Closing is expected by the end of this month.

Intrawest is a Denver-based mountain resort and adventure company.

Rite Aid dips

In more trading news, Rite Aid’s term loans were lower despite the release of seemingly good second quarter numbers as full-year guidance was trimmed, according to a trader.

The first-lien term loan tranche 7 was quoted at 98½ bid, 99 offered, down from 98 5/8 bid, 99 1/8 offered, the second-lien term loan tranche 1 was quoted at 101¼ bid, 102¼ offered, down from 101 3/8 bid, 102 3/8 offered, and the second-lien term loan tranche 2 was quoted at 99 7/8 bid, par 5/8 offered, versus prior levels of par bid, par ½ offered, the trader said.

For the second quarter of fiscal 2015, the company reported net income of $127.8 million, or $0.13 per diluted share, compared to net income of $32.8 million, or $0.03 per diluted share, in the previous year.

Also, second quarter adjusted EBITDA was $364.2 million, versus $341.6 million in the 2014 fiscal year second quarter, and revenues were $6.5 billion, versus revenues of $6.3 billion in the prior year.

Rite Aid cuts guidance

Rite Aid went on to say in its earnings release that, based on current estimates for reimbursement rates and anticipated lower profitability from new generics and generic drugs that recently lost exclusivity, it is expecting decreases in pharmacy margin in the second half of fiscal 2015 as compared to its prior estimates and therefore guidance was lowered for adjusted EBITDA, net income and net income per diluted share.

Adjusted EBITDA is now expected to be between $1.2 billion and $1,275,000,000, compared to prior estimates of between $1,275,000,000 and $1.35 billion.

Net income is expected to be between $223 million and $333 million and income per diluted share between $0.22 and $0.33, versus previous estimates of net income between $298 million and $408 million and income per diluted share of $0.30 to $0.40.

In addition, the Camp Hill, Pa.-based drugstore chain narrowed guidance for sales to be between $26 billion and $26.3 billion from earlier guidance of between $26 billion and $26.5 billion.

Ranpak restructures

Ranpak Holdings increased its seven-year first-lien covenant-light term loan to $435 million equivalent from $400 million equivalent, with the euro piece sized at roughly €157 million, up from roughly €130 million, according to a market source.

Pricing on the U.S. first-lien term loan was cut to Libor plus 375 bps from Libor plus 400 bps, pricing on the euro first-lien term loan was lowered to Euribor plus 400 bps from Euribor plus 425 bps, and the original issue discount on both tranches was changed to 99¾ from 99, the source said, remarking that the 1% floor and 101 soft call protection for six months was unchanged.

Meanwhile, the eight-year second-lien covenant-light term loan was reduced to $135 million from $170 million, pricing flexed down to Libor plus 725 bps from Libor plus 750 bps, and the discount was modified to 99½ from 99, the source continued. This tranche still has a 1% Libor floor and call protection of 102 in year one and 101 in year two.

Ranpak getting revolver

In addition to the first- and second-lien term loans, Ranpak’s $600 million equivalent credit facility includes a $30 million five-year revolver.

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

Credit Suisse Securities (USA) LLC and Macquarie Capital are leading the deal that will be used to help fund the buyout of the company by Rhone Capital LLC from Odyssey Investment Partners LLC.

Closing is expected in the third quarter, subject to customary conditions, including regulatory approvals.

Ranpak is a Concord Township, Ohio-based manufacturer of paper-based systems for protective packaging needs.

Crowne updates emerge

Crowne Group lifted pricing on its $290 million six-year first-lien term loan (B2/B) to Libor plus 500 bps from talk of Libor plus 425 bps to 450 bps and added a total leverage covenant to the previously covenant-light tranche, a market source said.

The first-lien term loan still has a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

The company’s $455 million credit facility also includes a $75 million asset-based revolver, and a $90 million seven-year second-lien covenant-light term loan (Caa2/CCC+) that continues to be talked at Libor plus 775 bps with a 1% Libor floor, a discount of 99, and call protection of 102 in year one and 101 in year two.

Commitments remain due at 5 p.m. ET on Tuesday.

Crowne buying Trico

Proceeds from Crowne Group’s credit facility will be used to fund the acquisition of Trico Products Corp. from Kohlberg & Co. LLC and to refinance existing debt.

Jefferies Finance LLC is leading the deal that will result in first-lien leverage of about 2.6 times and total leverage of around 3.4 times, based on pro forma combined annual EBITDA of $113 million.

Closing on the acquisition is subject to customary regulatory approvals.

Crowne is a Cleveland-based manufacturer and distributor of aftermarket and OEM component parts for the automotive and other industrial equipment markets. Trico is a Rochester Hills, Mich.-based manufacturer, marketer and distributor of windshield wiper blades, systems and components.

Auxilium tweaks deal

Auxilium Pharmaceuticals changed the original issue discount on its $50 million add-on term loan B due April 2017 to 98½ from 98, a market source remarked.

The add-on is priced at Libor plus 500 bps with a 1.25% Libor floor, which matches the existing term loan B pricing and, like the existing loan, the add-on has 101 hard call protection through April 2015.

Morgan Stanley Senior Funding Inc. is leading the deal that will be used for general corporate purposes.

Auxilium is a Chesterbrook, Pa.-based specialty biopharmaceutical company.

Mannington changes deadline

Mannington Mills accelerated the commitment deadline on its $275 million seven-year covenant-light term loan B to noon ET on Friday from 5 p.m. ET on Friday, according to a market source.

The term loan is still talked at Libor plus 350 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

RBC Capital Markets and Societe Generale are leading the deal that will be used to refinance existing debt.

Net leverage is 2.9 times.

Mannington Mills is a Salem, N.J.-based manufacturer of residential and commercial sheet vinyl, luxury vinyl, laminate, hardwood and porcelain tile floors, as well as commercial carpet and rubber.

Zebra sets guidance

Also in the primary, Zebra Technologies held its bank meeting on Thursday, launching its $2 billion seven-year term loan B with talk of Libor plus 350 bps to 375 bps with a 0.75% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, according to a market source.

By comparison, recent filings with the Securities and Exchange Commission has the term loan expected at Libor plus 300 bps with a 0.75% Libor floor and 101 soft call protection for six months.

The company’s $2.25 billion senior secured deal (Ba2/BB+) also includes a $250 million revolver.

Morgan Stanley Senior Funding Inc. and J.P. Morgan Securities LLC are the joint bookrunners on the credit facility and joint lead arrangers with Deutsche Bank Securities Inc.

Commitments are due on Sept. 30, the source added.

Proceeds will be used with an expected $1.25 billion of notes and cash on hand to fund the $3.45 billion acquisition of Motorola Solutions Inc.’s enterprise business, which is expected to close by year-end.

Zebra is a Lincolnshire, Ill.-based provider of marking and printing technologies.

Pilot Travel launches

Pilot Travel Centers launched its $2.25 billion seven-year term loan B with talk of Libor plus 325 bps with a 1% Libor floor, an original issue discount of 99½ and 101 soft call protection for six months, according to a market source.

The company’s $4.45 billion credit facility (BB) also includes a $1 billion five-year revolver and a $1.2 billion five-year term loan A.

Commitments are due at 5 p.m. ET on Sept. 29, the source added.

Bank of America Merrill Lynch, Wells Fargo Securities LLC, SunTrust Robinson Humphrey Inc. and U.S. Bank are leading the deal that will be used to refinance existing debt and fund a dividend.

Pilot is a Knoxville, Tenn.-based operator of travel centers and travel plazas.

Halyard reveals talk

Halyard Health disclosed talk of Libor plus 350 bps with a 0.75% Libor floor, an original issue discount of 99 to 99½ and 101 soft call protection for one year on its $390 million seven-year senior secured term loan B that launched with a morning bank meeting, a market source said.

The term loan B has a ticking fee of half the spread from days 31 to 60 and the full spread thereafter.

Commitments are due on Oct. 2, the source added.

Morgan Stanley Senior Funding Inc., Citigroup Global Markets Inc., Deutsche Bank Securities Inc. and RBC Capital Markets are leading the deal (Ba2/BB) that will be used with about $250 million of senior notes to fund the company’s spinoff from Kimberly-Clark Corp., which is expected to be completed at the end of October.

Along with the term loan, the company plans on getting a $250 million senior secured revolver that is anticipated to be undrawn at closing.

Halyard is an Alpharetta, Ga.-based health care company.

Sage pricing surfaces

Sage Automotive had its bank meeting in the afternoon, launching its $150 million six-year first-lien term loan with talk of Libor plus 500 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, a source said.

Also, the $40 million seven-year second-lien term loan was launched at Libor plus 800 bps with a 1% Libor floor, a discount of 99, and call protection of 102 in year one and 101 in year two, the source continued.

The company’s $220 million credit facility includes a $30 million revolver as well.

Commitments are due on Oct. 2, the source added.

UBS AG and Nomura are leading the deal that will be used to help fund the buyout of the company by Clearlake Capital from the Gores Group.

Sage Automotive is a Greensville, S.C.-based supplier of high-performance specialty fabric materials for automobiles.

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