Sound, Flynn, Hfotco, US Foods, Conduent, Avaya, Nomad, Access CIG, KIK, Vivid set talk

By Sara Rosenberg

New York, June 6 – A number of deals came out with price talk on Wednesday in connection with launches, including Sound Inpatient Physicians Holdings LLC, Flynn Restaurant Group LP, Hfotco LLC (Houston Fuel Oil Terminal Co.), US Foods Inc., Conduent Business Services LLC, Avaya Inc., Nomad Foods Ltd., Access CIG LLC, KIK Custom Products Inc. (Kronos Acquisition Holdings Inc.) and Vivid Seats LLC.

Also in the primary market, MedPlast Holdings Inc., Endurance International Group Inc. (EIG Investors Corp.) and Exela Intermediate LLC emerged with new deal plans.

Sound Inpatient guidance

Sound Inpatient Physicians held its bank meeting on Wednesday and announced price talk on its $545 million seven-year first-lien term loan (Ba3/B) and $215 million eight-year second-lien term loan (B3/CCC+), a market source said.

Talk on the first-lien term loan is Libor plus 300 bps to 325 bps with a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, and talk on the second-lien term loan is Libor plus 700 bps to 725 bps with a 0% 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 $835 million of credit facilities also include a $75 million revolver (Ba3/B).

Commitments are due on June 20, the source added.

Goldman Sachs Bank USA, Jefferies LLC, Credit Suisse Securities (USA) LLC and Nomura are leading the deal, with Goldman left on the first-lien and Jefferies left on the second-lien.

The new debt will be used to fund the buyout of the company by Summit Partners and OptumHealth Holdings for about $2.15 billion from Fresenius Medical Care.

Closing is expected late this year, subject to regulatory approvals.

Sound Inpatient is a Tacoma, Wash.-based provider of hospital medicine and services across the acute episode of care.

Flynn proposed terms

Flynn Restaurant Group released price talk on its $400 million seven-year covenant-light first-lien term loan (B2/B) and $100 million eight-year covenant-light second-lien term loan (Caa2/CCC+) with its morning bank meeting, according to a market source.

The first-lien term loan is talked in the Libor plus 325 bps area with a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, and the second-lien term loan is talked at Libor plus 675 bps to 700 bps with a 0% Libor floor, a discount of 99 and hard call protection of 102 in year one and 101 in year two, the source said.

Commitments are due at 5 p.m. ET on June 19.

Bank of America Merrill Lynch, Citizens Bank, Fifth Third, KKR Capital Markets and Wells Fargo Securities LLC are leading the $500 million in term loans that will be used to refinance existing credit facilities at Bell American and Pan American into a combined structure, repay subordinated debt and fund cash to the balance sheet for future acquisitions and general corporate purposes.

Flynn Restaurant is a San Francisco-based restaurant franchisee operator.

Hfotco shops term loan

Hfotco launched with an afternoon lender call its $600 million seven-year covenant-light term loan B (Ba3/BB-) at talk of Libor plus 275 bps to 300 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 are due on June 19, the source added.

TD Securities and Wells Fargo Securities LLC are leading the deal that will be used to refinance an existing term loan due 2021 and repay existing revolving credit facility drawings.

The company will cancel its existing $75 million revolver due 2019 as part of the refinancing. Going forward, liquidity will be managed at parent company SemGroup Corp., which benefits from a $1 billion revolver.

Hfotco operates a marine terminal located on the Houston Ship Channel that provides crude oil and petroleum products storage services.

US Foods repricing

US Foods held its call in the morning, launching a $2,162,000,000 senior secured covenant-light term loan B due June 27, 2023 talked at Libor plus 200 bps to 225 bps with a 0% Libor floor, a par issue price and 101 soft call protection for six months, a market source remarked.

Cashless roll commitments are due at 5 p.m. ET on June 13 and new money commitments are due at noon ET on June 14, the source added.

Citigroup Global Markets Inc., KKR Capital Markets, Deutsche Bank Securities Inc., BMO Capital Markets, Goldman Sachs Bank USA, ING, J.P. Morgan Securities LLC, Morgan Stanley Senior Funding Inc., Natixis, Rabobank, Wells Fargo Securities LLC and Bank of America Merrill Lynch are leading the deal that will be used to reprice an existing term loan B down from Libor plus 250 bps with a 0% Libor floor.

Closing is expected on June 22.

US Foods is a Chicago-based broadline foodservice distributor.

Conduent details emerge

Conduent Business Services launched on its call an $840 million term loan B due Dec. 7, 2023 talked at Libor plus 225 bps to 250 bps with a 0% Libor floor, a par issue price and 101 soft call protection for six months, according to a market source.

Proceeds will be used to reprice an existing term loan B due Dec. 7, 2023 down from Libor plus 300 bps with a 0% Libor floor.

Additionally, the company launched a repricing of its $750 million revolver and $728 million term loan A (of which $314 million is denominated in euros) to Libor/Euribor plus 175 bps from Libor/Euribor plus 225 bps and is asking to extend the maturities of these tranches by one year to Dec. 7, 2022. Revolver and term loan A lenders are being offered a 10 bps extension fee.

Citigroup Global Markets Inc. is the lead bank on the senior secured deal and J.P. Morgan Securities LLC is the administrative agent.

Conduent seeks amendment

Along with the repricing, Conduent is looking to amend its credit agreement to change term loan A amortization starting March 31, 2019 to 5%, 5%, 10% and 10% per annum from 0%, 7.5%, 7.5%, 10% and 15% per annum, and to permit the application of proceeds from divestitures of non-core assets to any of its existing debt rather than to term loan A and term loan B borrowings provided that total net leverage is no worse than immediately prior to the applicable disposition and proceeds are applied within three months after receipt.

Also, the amendment would refresh the free and clear basket in the incremental to the original $300 million from the $200 million currently remaining, and add the ability to incur term loan A debt under the free and clear basket with a maturity date no shorter than the existing term loan A instead of requiring that the maturity of all incremental facilities be longer than the term loan B.

Commitments/consents are due at noon ET on June 20, the source added.

Closing is expected in late June.

Conduent is a Florham Park, N.J.-based provider of business process services with expertise in transaction-intensive processing, analytics and automation.

Avaya holds call

Avaya hosted a lender call during the session to launch a $2,918,000,000 first-lien term loan (B) due 2024 talked at Libor plus 425 bps with a 0% Libor floor, an original issue discount of 99.75 and 101 soft call protection for six months, an informed source told Prospect News.

Commitments are due on June 13, the source added.

J.P. Morgan Securities LLC is leading the deal that will be used to reprice an existing term loan down from Libor plus 475 bps with a 1% Libor floor.

Closing is expected on June 18.

Avaya is a Santa Clara, Calif.-based business communications company.

Nomad floats OID

Nomad Foods came out with original issue discount talk of 99.5 on its $300 million incremental first-lien term loan due May 2024 that launched with a call in the morning, a market source said.

As previously reported, like the existing term loan, the incremental loan is priced at Libor plus 225 bps with a 0% Libor floor and has 101 soft call protection through June 20, 2018.

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

Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, Deutsche Bank Securities Inc. and UBS Investment Bank are leading the deal that will be used with cash on hand to fund the acquisition of Aunt Bessie’s Ltd. from William Jackson & Son Ltd. for about €240 million and for general corporate purposes.

Closing on the acquisition is expected in the third quarter, subject to certain closing conditions, including regulatory approvals.

U.K.-based Nomad Foods and U.K-based Aunt Bessie’s are frozen foods companies.

Access CIG discount talk

Access CIG launched on its morning call its fungible $85 million incremental first-lien term loan due February 2025 with original issue discount talk of 99.75 and its fungible $20 million incremental second-lien term loan due February 2026 with discount talk of 99.5, according to a market source.

The incremental first-lien term loan is priced at Libor plus 375 bps with a 0% Libor floor and has 101 soft call protection until August 2018, and the incremental second-lien term loan is priced at Libor plus 775 bps with a 0% Libor floor and has hard call protection of 102 until February 2019 and 101 until February 2020, which is all in line with the existing term loans.

Commitments are due at 1 p.m. ET on Monday, the source said.

Jefferies LLC is leading the $105 million in incremental term loans that will be used to help fund an acquisition, which is expected to close during the week of June 11.

Access CIG is a Livermore, Calif.-based provider of physical and digital records and information management services.

KIK comes to market

KIK Custom Products held a lender call at 1:45 p.m. ET to launch a fungible $100 million add-on term loan B due May 15, 2023 that is talked with an original issue discount of 99.5 to 99.75, according to a market source.

The add-on loan is priced in line with the existing term loan at Libor plus 400 bps with a 1% Libor floor, the source said.

Commitments are due at 5 p.m. ET on June 13.

Nomura, Macquarie Capital (USA) Inc. and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to repay borrowings under the company’s ABL credit facility.

KIK is a Concord, Ont.-based manufacturer of consumer products.

Vivid Seats launches

Vivid Seats launched in the morning without a call a fungible $80 million incremental first-lien term loan due June 30, 2024 talked at Libor plus 350 bps with a 1% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, a market source remarked.

The spread and floor on the incremental loan is matches the existing term loan pricing.

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

Barclays is the left lead on the deal that will be used with $35 million of cash on the balance sheet to partially refinance existing second-lien term loan borrowings.

Vivid Seats is a Chicago-based secondary ticket marketplace for live sports, concerts and theater events.

MedPlast readies deal

In more new deal happenings, MedPlast set a bank meeting for 2:30 p.m. ET in New York on Tuesday to launch $795 million of senior secured credit facilities, according to a market source.

The facilities consist of a $70 million five-year revolver, a $500 million seven-year first-lien term loan and a $225 million eight-year second-lien term loan, the source said.

RBC Capital Markets, Jefferies LLC, KeyBanc Capital Markets and Citizens Bank are leading the deal that will be used to fund the acquisition of Integer Holdings Corp.’s Advanced Surgical and Orthopedics product lines for $600 million in cash.

Closing is expected in the third quarter, subject to customary conditions, including U.S. and foreign antitrust clearances.

JLL Partners and Water Street Healthcare Partners are the sponsors.

MedPlast is a Tempe, Ariz.-based services provider to the medical device industry.

Endurance on deck

Endurance International Group scheduled a lender call for 1 p.m. ET on Thursday to launch a $1.58 billion first-lien term loan due February 2023 that is talked at Libor plus 325 bps with a 1% Libor floor, a par issue price and 101 soft call protection for six months, a market source remarked.

Commitments are due at 5 p.m. ET on June 14, the source added.

Credit Suisse Securities (USA) LLC is the left lead on the deal that will be used to reprice an existing term loan down from Libor plus 400 bps with a 1% Libor floor.

Endurance is a Burlington, Mass.-based provider of web hosting services.

Exela joins calendar

Exela Intermediate will hold a lender call at 1 p.m. ET on Thursday to launch a repricing of its $346 million term loan B, a market source said.

RBC Capital Markets is the left lead on the deal.

Exela in an Irving, Texas-based business process automation company.

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