Hearthside, Telenet, Playa, Quest, Brazos, BroadStreet, Ashland, SonicWALL, Omnia break

By Sara Rosenberg

New York, May 17 – Hearthside Food Solutions LLC upsized its term loan, lowered the spread, removed the pricing step-downs and tightened the original issue discount, and Telenet firmed the issue price on its term loan AN at the midpoint of talk, and then both of these deals hit the secondary market on Thursday.

Also, Playa Hotels & Resorts NV set the original issue discount on its add-on term loan B at the wide end of guidance before freeing up for trading, and deals from Quest/One Identity, Brazos Midstream (Bison Midstream Holdings LLC), BroadStreet Partners Inc., Ashland LLC, SonicWALL, Omnia Partners Inc. and Securus Technologies Holdings Inc. broke as well.

In more happenings, SRS Distribution Inc. increased the size of its term loan and finalized the spread and original issue discount at the tight end of talk, Covia Holdings Corp. and GMS Inc. (GYP Holdings III Corp.) adjusted issue prices on their term loans, Keane Group Holdings LLC trimmed pricing on its term loan and modified the pricing grid, and Corel Corp. downsized its term loan.

Additionally, Ortho-Clinical Diagnostics, Vertafore Inc., Advanced Computer Software, Truck Hero Inc., JBS USA Lux SA, Navico and Tekni-Plex Inc. announced price talk with launch, and Lumileds (Bright Bidco BV) and Atotech BV surfaced with new deal plans.

Hearthside changes emerge

Hearthside Food Solutions lifted its seven-year senior secured first-lien term loan to $1,145,000,000 from $1.12 billion, trimmed pricing to Libor plus 300 basis points from Libor plus 325 bps, eliminated the two 25 bps pricing step-downs at 0.5 times and 1 times inside closing date first-lien net leverage, and modified the original issue discount to 99.75 from 99.5, according to a market source.

Also, the MFN was revised to 50 bps based on all-in yield for 24 months with no carve-outs from 75 bps based on margin for six months with carve-outs, the unlimited investments basket was changed to 0.75 times inside closing date total net leverage from 0.5 times inside closing date total net leverage, the inside maturity exception was removed from the incremental, investments in unrestricted subsidiaries were modified to the greater of $90 million or 40% of EBITDA from $225 million or 100% of EBITDA, and investments by non-loan parties with cash or assets received pursuant to a permitted investment in it were removed, the source said.

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

The company’s now $1,295,000,000 of credit facilities (B2/B) also include a $150 million revolver.

Hearthside frees up

Recommitments were due at 3:30 p.m. ET on Thursday, and then the credit facilities broke for trading, with the term loan quoted at par bid, par ¾ offered, another source added.

Goldman Sachs Bank USA, Barclays, Nomura, Antares Capital, Credit Suisse Securities (USA) LLC, RBC Capital Markets LLC and Jefferies LLC are leading the deal.

The credit facilities and $350 million of senior notes, which were downsized from $375 million with the term loan upsizing, will be used to help fund the buyout of the company by Charlesbank Capital Partners and Partners Group from Goldman Sachs and Vestar Capital Partners.

Hearthside Foods is a Downers Grove, Ill.-based bakery, nutrition bar, snack and customized solutions contract manufacturer for packaged food products.

Telenet sets OID, breaks

Telenet finalized the original issue discount on its $1.6 billion term loan AN due August 2026 at 99.875, the midpoint of the 99.75 to par talk, according to a market source.

The term loan is still priced at Libor plus 225 bps with a 0% Libor floor and has 101 soft call protection for six months.

By late day, the term loan AN began trading and levels were seen at par bid, par ¼ offered, another source added.

Goldman Sachs Bank USA, BNP Paribas Securities Corp., ING, J.P. Morgan Securities LLC, Natwest, Rabobank, RBC Capital Markets, Bank of Nova Scotia and Societe Generale are leading the deal that will be used to repay existing dollar AL and AL-2 term loans. Bank of Nova Scotia is the administrative agent.

Telenet is a Mechelen, Belgium-based cable operator.

Playa firms, trades

Playa Hotels & Resorts finalized the original issue discount on its fungible $100 million add-on covenant-light term loan B (B2/B+) due April 2024 at 99.75, the wide end of the 99.75 to par talk, a market source said.

As before, pricing on the add-on term loan and the repricing of the company’s existing $904 million covenant-light term loan B (B2/B+) due April 2024 is Libor plus 275 bps with a 1% Libor floor, the repricing has a par issue price and all of the term loan B debt is getting 101 soft call protection for six months.

With final terms in place, the loan made its way into the secondary market and levels were quoted at par bid, par ¼ offered, another source added.

Deutsche Bank Securities Inc., Bank of America Merrill Lynch, Citigroup Global Markets Inc. and Nomura are leading the deal.

The add-on term loan will be used to support the acquisition of five all-inclusive resorts from Sagicor Group Jamaica Ltd. and the repricing will take the existing term loan down from Libor plus 325 bps with a 1% Libor floor.

Closing is expected on June 7.

Playa Hotels is an owner, operator and developer of all-inclusive resorts.

Quest/One levels surface

Quest/One Identity’s bank debt broke for trading, with the $1,465,000,000 seven-year first-lien term loan quoted at par bid, par ¾ offered and the $330 million eight-year second-lien term loan quoted at 99½ bid, according to a market source.

Pricing on the first-lien term loan is Libor plus 425 bps with a 0% Libor floor and it was sold at an original issue discount of 99.5. The loan has 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 825 bps with a 0% Libor floor and it was issued at a discount of 99. This tranche has call protection of 102 in year one and 101.

On Wednesday, the first-lien term loan was upsized from $1.42 billion and pricing firmed at the low end of the Libor plus 425 bps to 450 bps talk, and the second-lien term loan was downsized from $375 million and the spread finalized at the low end of the Libor plus 825 bps to 850 bps talk.

Credit Suisse Securities (USA) LLC is the left lead on the $1,795,000,000 of term loans that will be used to finance the carve-out of the business from Seahawk Holdings.

Quest/One Identity is a provider of integrated infrastructure software and identity of governance.

Brazos tops OID

Brazos Midstream’s $900 million seven-year first-lien term loan surfaced in the secondary, with levels quoted at 99¾ bid, par ¼ offered, a trader said.

Pricing on the term loan is Libor plus 400 bps with a 0% Libor floor and it was sold at an original issue discount of 99.5. The debt has 101 soft call protection for six months.

The company’s $950 million of credit facilities also include a $50 million super-priority revolver.

Jefferies LLC and RBC Capital Markets LLC are leading the deal that will be used to help fund the acquisition of the company by North Haven Infrastructure Partners II, an investment fund managed by Morgan Stanley Infrastructure, for about $1.75 billion in cash and to fund $165 million of cash into a funded capex and interest reserve account.

Closing is expected during the week of May 21.

Brazos Midstream is a Fort Worth, Texas-based natural gas and crude oil midstream company.

BroadStreet hits secondary

BroadStreet Partners’ fungible $15 million add-on term loan B (B2) due Nov. 8, 2023 and repriced $579 million term loan B (B2) due Nov. 8, 2023 began trading too, with levels seen at par 1/8 bid, par 5/8 offered, a trader remarked.

Pricing on the term loan debt is Libor plus 325 bps with a 1% Libor floor and it was issued at par. The debt has 101 soft call protection for six months.

During syndication, pricing on the term loans was increased from Libor plus 300 bps.

RBC Capital Markets LLC, Bank of America Merrill Lynch, SunTrust Robinson Humphrey Inc. and ING are leading the deal.

The add-on term loan will be used to repay revolver borrowings and the repricing will take the existing term loan down from Libor plus 375 bps with a 1% Libor floor.

Closing is expected on Friday.

BroadStreet is a Columbus, Ohio-based insurance broker.

Ashland starts trading

Ashland’s $595.5 million senior secured covenant-light term loan B due May 2024 freed up, with levels seen at par 3/8 bid, par ¾ offered, according to a market source.

Pricing on the term loan is Libor plus 175 bps with a 0% Libor floor and it was issued at par. The loan has 101 soft call protection for six months.

Citigroup Global Markets Inc. is leading the deal will be used to reprice an existing term loan down from Libor plus 200 bps with a 0% Libor floor. Bank of Nova Scotia is the administrative agent.

Along with the repricing, the company is amending its credit agreement to permit the sale of the Composites, BDO and I&S business subject to fair market value and the pro forma total leverage ratio being no worse than the total leverage ratio for the most recently ended four quarter period with remaining proceeds available for restricted payments.

Closing is expected on Tuesday.

Ashland is a Covington, Ky.-based specialty chemicals company.

SonicWALL breaks

SonicWALL’s bank debt emerged in the secondary market, with the $452 million first-lien term loan seen at par ¼ bid, 101 offered and the $175 million second-lien term loan seen at 99 bid, par offered, a trader said.

Pricing on the first-lien term loan is Libor plus 350 bps with a 0% Libor floor and it was sold at an original issue discount of 99.5. The loan has 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 750 bps with a 0% Libor floor and was issued at a discount of 99. This loan has call protection of 102 in year one and 101 in year two.

During syndication, the first-lien term loan was upsized from $432 million and the second-lien term loan was downsized from $195 million.

UBS Investment Bank, Credit Suisse Securities (USA) LLC and SunTrust Robinson Humphrey Inc. are the lead banks on the $627 million of term loans that will be used to finance the carve-out of the business from Seahawk Holdings.

SonicWALL is a provider of IT security and data backup and recovery services.

Omnia frees up

Omnia Partners’ credit facilities began trading, with the $390 million seven-year first-lien term loan (B2/B) quoted at 99 7/8 bid, par ½ offered and the $145 million eight-year second-lien term loan (Caa2/CCC+) quoted at 99¼ bid, par ¼ offered, according to a trader.

Pricing on the first-lien term loan is Libor plus 375 bps with a step-down to Libor plus 350 bps at 4.5 times first-lien leverage and a 0% Libor floor. The debt was sold at an original issue discount of 99.75 and has 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 750 bps with a 0% Libor floor and it was issued at a discount of 99. This tranche has call protection of 102 in year one and 101 in year two.

During syndication, pricing on the first-lien term loan firmed at the low end of the Libor plus 375 bps to 400 bps talk, the step-down was added and the discount was revised from 99.5, and pricing on the second-lien term loan was reduced from talk in the range of Libor plus 775 bps to 800 bps. Furthermore, the MFN sunset was removed.

The company’s $565 million of credit facilities also include a $30 million five-year revolver (B2/B).

Omnia lead banks

Barclays, Ares, Jefferies LLC and Fifth Third are leading Omnia’s credit facilities that will be used to help fund the acquisition of Communities Program Management LLC and to refinance existing debt.

Closing is expected on Wednesday.

TA Associates is the sponsor.

Omnia is a Franklin, Tenn.-based group purchasing organization. Communities Program Management is the organization that staffs and manages the operations of the U.S. Communities Government Purchasing Alliance, which provides procurement resources and solutions to local and state government agencies, school districts, higher education and nonprofits.

Securus breaks

Securus Technologies’ fungible $375 million incremental covenant-light first-lien term loan (B2/B) due November 2024 broke too, with levels quoted at par ¾ bid, 101¼ offered, a trader remarked.

Pricing on the incremental loan is Libor plus 450 bps with a 1% Libor floor, in line with existing term loan pricing. The incremental loan was sold at an original issue discount of 99.75, and has 101 soft call protection through Nov. 1, 2018 and a ticking fee of half the spread from days 46 to 75 and the full spread thereafter.

On Wednesday, the term loan was upsized from $350 million and the discount was changed from 99.5.

Deutsche Bank Securities Inc., Bank of America Merrill Lynch and Goldman Sachs Bank USA are leading the deal that will be used to fund the acquisition of Inmate Calling Solutions and to repay existing revolver borrowings.

Of the total term loan amount, $75 million will be available immediately for the revolver paydown and the remainder will fund upon the closing of the acquisition.

Closing is expected in the third quarter.

Securus is a Dallas-based provider of advanced inmate communications, investigative technologies and information management solutions to the corrections industry.

SRS updated

Back in the primary market, SRS Distribution raised its seven-year covenant-light term loan B (B3/B) to $1.33 billion from $1.3 billion, finalized pricing at Libor plus 325 bps, the low end of the Libor plus 325 bps to 350 bps talk, and firmed the original issue discount at 99.75, the tight end of the 99.5 to 99.75 talk, according to a market source.

The term loan still has a 0% Libor floor, a 25 bps pricing step-down at 0.5 times inside closing net first-lien leverage and 101 soft call protection for six months.

Commitments were due at 5 p.m. ET on Thursday, the source said.

The company’s now $1.73 billion of credit facilities also include a $400 million asset-based revolver.

Bank of America Merrill Lynch, Barclays, UBS Investment Bank, Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, Nomura and RBC Capital Markets are leading the deal that will be used with $350 million of unsecured notes, which were downsized from $380 million with the term loan upsizing, to help fund the buyout of the company by Leonard Green & Partners LP from Berkshire Partners.

With the transaction, Berkshire Partners and members of management will be rolling part of their equity investment in SRS, a McKinney, Texas-based roofing products distributor.

Covia revises price

Covia adjusted the issue price on its $1.65 billion seven-year covenant-light first-lien term loan to par from 99.5 and changed the 50 bps MFN to have no sunset from a 12-month sunset, a market source said.

The term loan is still priced at Libor plus 375 bps with a 1% Libor floor, and a step-up in pricing to Libor plus 400 bps at 2.5 times net leverage and step-downs to Libor plus 350 bps at 1.5 times net leverage to less than 2 times net leverage and Libor plus 325 bps at less than 1.5 times net leverage.

The 101 soft call protection for six months was unchanged as well.

The company’s $1.85 billion of credit facilities (Ba3/BB) also include a $200 million five-year revolver.

Recommitments were due at 5 p.m. ET on Thursday, the source added.

Barclays and BNP Paribas Securities Corp. are leading the deal.

Covia funding formation

Proceeds from Covia’s credit facilities will be used to help fund the merger of Unimin Corp. with Fairmount Santrol to create a combined company named Covia, to refinance some existing debt at both companies and for general corporate purposes.

In the transaction, Fairmount shareholders, including equity award holders, will receive $170 million in cash, or about $0.74 per share based on Fairmount’s current diluted share count, and will own 35% of the combined company.

Closing is expected in late May/early June, subject to the approval of Fairmount shareholders, the receipt of regulatory approvals and the satisfaction of other customary conditions.

Net leverage is 2.9 times based on last-12-months first-quarter 2018 pro forma adjusted EBITDA and 2.3 times post synergies.

Unimin is a New Canaan, Conn.-based application-focused minerals company. Fairmount Santrol is a Chesterfield, Ohio-based provider of high-performance sand and sand-based product solutions used by oil and gas exploration and production companies to enhance the productivity of their wells.

GMS tweaks deal

GMS changed the issue price on its $998 million seven-year first-lien term loan B (B2/BB-) to par from 99.75 and the fee for lenders who rolled to 0 bps from 25 bps, a market source said.

The term loan is still priced at Libor plus 275 bps with a 0% Libor floor and has 101 soft call protection for six months.

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

Barclays and Credit Suisse Securities (USA) LLC are leading the deal. Credit Suisse is the administrative agent.

The loan will be used to extend the maturity and reprice an existing $573 million first-lien term loan B that is priced at Libor plus 300 bps with a 0% Libor floor, and the $425 million of incremental term loan B debt will be used to help fund the acquisition of WSB Titan, a Toronto-based gypsum specialty dealer, from current management and TorQuest Partners for about $627 million.

Closing is expected late in the second quarter, subject to the expiration or termination of the applicable waiting periods under the Canadian Competition Act and other customary conditions.

GMS is a Tucker, Ga.-based distributor of wallboard and suspended ceilings systems.

Keane flexes lower

Keane Group cut pricing on its $350 million seven-year senior secured term loan (B3/BB-) to Libor plus 375 bps from Libor plus 400 bps, and left the 1% Libor floor, original issue discount of 99.5 and 101 soft call protection for six months intact, according to a market source.

Also, the pricing grid was changed to reduce each step by 25 bps so that pricing will now step-down to Libor plus 350 bps at less than 0.5 times net leverage, and step-up to Libor plus 400 bps at 1 times net leverage to less than 1.5 times net leverage, to Libor plus 425 bps at 1.5 times net leverage to less than 2 times net leverage and to Libor plus 450 bps at 2 times net leverage, the source said.

Lastly, the 50 bps MFN was set for life, as opposed to having a 12 months sunset.

Recommitments were due at 5 p.m. ET on Thursday, the source added.

Barclays is the left lead on the deal that will be used to repay the company’s existing term loan, for general corporate purposes, including to finance potential future shareholder distributions, and to pay related fees and expenses.

Keane Group is a Houston-based provider of integrated well completion services.

Corel trims size

Corel reduced its term loan size to $250 million from $300 million, and left talk at Libor plus 500 bps with a 0% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, a market source said.

The company’s now $260 million of credit facilities (B2) also include a $10 million revolver.

Commitments are due on May 30.

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

Corel is an Ottawa-based software company.

Ortho-Clinical guidance

Also on the new deal front, Ortho-Clinical Diagnostics held its lender call on Thursday and announced talk of Libor plus 325 bps with a step-down to Libor plus 300 bps upon a qualified initial public offering, a 0% Libor floor, an original issue discount of 99.5 to 99.75 and 101 soft call protection for six months on its $2,325,000,000 seven-year term loan B, according to a market source.

The company’s 2,675,000,000 of credit facilities (B1/B-) also include a $350 million five-year revolver.

Commitments are due at noon ET on May 31, the source said.

Barclays, Goldman Sachs Bank USA, J.P. Morgan Securities LLC, ING, UBS Investment Bank, Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Macquarie Capital (USA) Inc., RBS, Bank of Ireland and Nomura are leading the deal that will be used to refinance existing credit facilities.

The Carlyle Group is the sponsor.

Ortho-Clinical Diagnostics is a Raritan, N.J.-based provider of in-vitro diagnostics solutions for screening, diagnosing and monitoring diseases.

Vertafore comes to market

Vertafore revealed price talk on its $1.6 billion seven-year first-lien term loan B and $665 million eight-year second-lien term loan in connection with its afternoon lender call, according to a market source.

Talk on the first-lien term loan is Libor plus 325 bps to 350 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 hard call protection of 102 in year one and 101 in year two, the source said.

The company’s $2,365,000,000 of credit facilities also include a $100 million five-year revolver.

Commitments are due at noon ET on May 30, the source added.

Nomura, Guggenheim and Macquarie Capital (USA) Inc. are leading the deal that will be used to refinance existing debt, fund a distribution to shareholders, and pay fees and expenses.

Vertafore is a Bothell, Wash.-based provider of software and information to the insurance distribution channel.

Advanced Computer launches

Advanced Computer Software revealed talk on its $341 million covenant-light first-lien term loan due May 31, 2024 and £244 million covenant-light first-lien term loan due May 31, 2024 with its morning lender call, a market source said.

Talk on the U.S. term loan is Libor plus 500 bps to 525 bps with a 0% Libor floor and an original issue discount of 99 to 99.5, and talk on the GBP term loan is Libor plus 475 bps with a 0% Libor floor and a discount of 99.5, the source continued. Both term loans have 101 soft call protection for six months.

The company’s $733 million equivalent of senior secured credit facilities also include a $50 million five-year revolver.

Commitments are due at noon ET on May 24, the source added.

Morgan Stanley Senior Funding Inc. and Goldman Sachs Bank USA are leading the deal that will be used to refinance and extend existing first-lien debt and refinance existing second-lien debt.

Advanced Computer is a U.K.-based provider of software and IT services.

Truck Hero details

Truck Hero launched on its lender call its $859 million term loan at talk of Libor plus 350 bps to 375 bps with a 0% Libor floor, a par issue price and 101 soft call protection for six months, a market source remarked.

Commitments/consents are due at 5 p.m. ET on Tuesday, the source added.

Jefferies LLC is leading the deal that will be used to reprice an existing term loan down from Libor plus 400 bps with a 1% Libor floor.

Truck Hero is an Ann Arbor, Mich.-based provider of truck bed covers and other truck and Jeep accessories.

JBS releases talk

JBS USA held its call in the afternoon, launching its $450 million term loan due Oct. 30, 2022 at talk of Libor plus 250 bps to 275 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.

Commitments are due at noon ET on May 24, the source said.

Barclays is the sole lead arranger on the deal and a bookrunner with BMO Capital Markets Corp., RBC Capital Markets LLC, SunTrust Robinson Humphrey Inc. and U.S. Bank.

The term loan will be used to repay revolver borrowings and for general corporate purposes.

JBS is a Greeley, Colo.-based animal protein products processing company.

Navico holds call

Navico hosted its call in the morning and launched its $253.5 million senior secured term loan due March 2023 at talk of Libor plus 450 bps to 475 bps with a 1% Libor floor, a par issue price and 101 soft call protection for six months, a market source said.

The term loan has pricing step-downs following a qualified initial public offering by 75 bps if total leverage is less than 2.75 times and by an additional 25 bps if total leverage is less than 2.25 times, the source added.

Commitments are due on May 24.

Goldman Sachs Bank USA is leading the deal that will be used to reprice an existing term loan down from Libor plus 550 bps with a 1% Libor floor.

Navico is an Egersund, Norway-based manufacturer of marine electronics.

Tekni-Plex floats OID

Tekni-Plex came out with original issue discount talk of 99.5 on its $65 million incremental covenant-light first-lien term loan (B3/B-) due October 2024 shortly before its late-morning lender call kicked off, a market source remarked.

Like the existing first-lien term loan, the incremental loan is priced at Libor plus 325 bps with a 25 bps leverage-based step-down and a 1% Libor floor, and has 101 soft call protection through October.

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

Credit Suisse Securities (USA) LLC is the left lead on the deal that will be used to fund a tuck-in acquisition.

Tekni-Plex is a King of Prussia, Pa.-based provider of specialty packaging solutions.

Lumileds joins calendar

Lumileds will hold a lender call at 10 a.m. ET on Friday to launch a $300 million incremental covenant-light term loan B due June 30, 2024 talked at Libor plus 350 bps with a 1% Libor floor, an original issue discount of 99.75 and 101 soft call protection for six months, a market source said.

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

Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC, ING and Rabobank are leading the deal that will be used to pay a $150 million dividend and add cash to the balance sheet to fund potential future acquisitions or a dividend if acquisitions aren’t sourced in the next 18 months.

In connection with this transaction, the company will seek an amendment to its existing credit agreement to allow for the dividend payment for which lenders are being offered a 25 bps consent fee.

Commitments/consents are due at 5 p.m. ET on Wednesday, the source added.

Including the incremental loan, the term B will total $1.68 billion.

Apollo is the sponsor.

Lumileds is a San Jose, Calif.-based supplier of LED components and automotive lighting.

Atotech on deck

Atotech set a lender call for 10 a.m. ET on Monday to launch a $200 million add-on term loan B due Jan. 31, 2024, according to a market source.

Barclays and J.P. Morgan Securities LLC are leading the deal that will be used to partially fund a distribution to shareholders and pay related fees and expenses

Atotech is a manufacturer of specialty plating chemicals and equipment.

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