Numericable, Coty/Galleria, B&G Foods, Affordable Care, MedImpact, DigiCert free to trade

By Sara Rosenberg

New York, Oct. 22 – Numericable-SFR SA upsized its U.S. term loan B, firmed the issue price on all of term B debt at the wide end of guidance, extended the call protection and then broke for trading on Thursday, and deals from Coty Inc./Galleria Co., B&G Foods Inc., Affordable Care Inc., MedImpact and DigiCert hit the secondary market as well.

Switching to the primary market, Pilot Travel Centers LLC finalized the spread on its term loan repricing at the tight end of talk, and Match Group Inc. surfaced with timing on the launch of its new loan.

Numericable reworked, trades

Numericable-SFR raised its U.S. term loan B due January 2023 to $1.34 billion from $1.25 billion, finalized the original issue discount on the U.S. loan, as well as on a €500 million term loan B due January 2023, firmed at 98.5, the wide end of the 98.5 to 99 talk, and pushed out the 101 soft call protection to one year from six months, according to a market source.

The term loans are still priced at Libor/Euribor plus 400 basis points with a 0.75% floor.

With final terms in place, the debt made its way into the secondary, with the U.S. term loan B quoted at 98¾ bid, 99¼ offered, a trader remarked.

J.P. Morgan Securities LLC, Credit Suisse Securities LLC, BNP Paribas Securities Corp., Deutsche Bank Securities Inc., Goldman Sachs and Morgan Stanley Senior Funding Inc. are leading the deal that will help fund a distribution to shareholders of €5.7 per ordinary share, corresponding to a total amount of about €2.5 billion.

The upsizing of the U.S. term loan B will reduce revolver borrowings, the source added.

The company’s net leverage will remain well below 4 times following the distribution.

Numericable-SFR is a France-based broadband and mobile company.

Coty/Galleria frees up

Another deal to break for trading was Coty/Galleria, with the $500 million U.S. term loan B at Coty quoted at 99 7/8 bid, 100 3/8 offered and the $1 billion term loan B at Galleria quoted at 99¾ bid, 100¼ offered, according to a trader.

The Coty and the Galleria term loan B’s are priced at Libor plus 300 bps with a 0.75% Libor floor and were issued at an original issue discount of 99.5. The Coty term loan B debt has 101 soft call protection for six months, and the Galleria term loan B has no call protection. The Galleria loan has a ticking fee of half the spread from days 31 to 60 and the full spread thereafter.

The $9 billion credit facility (Ba1/BBB-) also includes a $750 million-equivalent euro term loan B at Coty, a $1.75 billion term loan A at Coty, a $1.5 billion revolver at Coty and a $2 billion term loan A at Galleria.

Pricing on the Coty euro term loan B is Euribor plus 275 bps with a 0.75% floor, and the debt was issued at 99.5. This tranche has 101 soft call for six months.

All of the revolver and term loan A debt at Coty and Galleria are priced at Libor plus 150 bps.

Coty funding merger

Proceeds from the Coty/Galleria credit facility will be used to help finance the merger of Coty with Procter & Gamble Co.’s fine fragrance, color cosmetics and hair color businesses in a transaction that values the P&G business at about $12.5 billion, including the assumption of debt.

J.P. Morgan Securities LLC is the left lead bank on the deal.

During syndication, the term loan A at Coty was upsized to $1.75 billion from $1.5 billion, the euro term loan B at Coty was upsized to $750 million-equivalent from $500 million-equivalent, while pricing was reduced from Euribor plus 300 bps, the MFN sunset was removed and the leverage-based pricing step-down was eliminated from the term loan B’s.

The funds from the upsizing will be used for additional cash on Coty’s balance sheet.

Coty is a New York-based fragrance manufacturer.

B&G Foods tops OID

B&G Foods’ $750 million seven-year second secured term loan B (Ba3/BB+) started trading, with levels seen at 99 5/8 bid, 100 1/8 offered before moving up to 99¾ bid, 100¼ offered, a trader said.

Pricing on the loan is Libor plus 300 bps with a 0.75% Libor floor, and it was sold at an original issue discount of 99.5. The debt has 101 soft call protection for six months.

During syndication, the term loan was upsized from $500 million, pricing was reduced from talk of Libor plus 325 bps to 350 bps, and the discount firmed at the tight end of the 99 to 99.5 guidance.

Barclays, Bank of America Merrill Lynch, RBC Capital Markets, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and BMO Capital Markets are leading the deal.

B&G funding acquisition

Proceeds from B&G Foods’ term loan will be used to help fund the acquisition of the Green Giant and Le Sueur brands from General Mills Inc. for about $765 million.

As a result of the term loan B upsizing, the amount of funds to be borrowed under the company’s existing $500 million revolver for the acquisition was reduced.

Senior secured leverage is 3.6 times, and net total leverage is 5.8 times.

Closing is expected in the fourth quarter, subject to customary conditions, including the receipt of regulatory approvals.

B&G Foods is a Parsippany, N.J.-based manufacturer, seller and distributor of shelf-stable foods. The Green Giant and Le Sueur brands are leaders in the frozen and canned vegetables market.

Affordable Care breaks

Affordable Care’s credit facility emerged in the secondary as well, with the $328.25 million first-lien term loan (B2/B-) seen at 98 bid, 98¾ offered, a trader remarked.

Pricing on the firs-lien term loan is Libor plus 475 bps with a 1% Libor floor, and it was issued at a discount of 98. The debt has 101 soft call protection for one year.

Recently, the first-lien term loan was upsized from $325 million, pricing was lifted from talk of Libor plus 425 bps to 450 bps, the original issue discount was modified from 99, and the call protection was extended from six months.

The company’s $503.25 million credit facility also includes a $40 million revolver (B2/B-), and a $135 million second-lien term loan that has been privately placed.

Jefferies Finance LLC and Golub Capital are leading the deal that will be used to help fund the buyout of the Raleigh, N.C.-based dental practice management services company by Berkshire Partners LLC from American Capital.

MedImpact starts trading

MedImpact’s $350 million seven-year first-lien term loan B (B1/B+) broke during the session, with levels quoted at 99¾ bid, 100¼ offered, a source said.

Pricing on the loan is Libor plus 475 bps with a 1% Libor floor, and it was sold at an original issue discount of 99. The debt has 101 soft call protection for six months.

During syndication, pricing was lifted from talk of Libor plus 425 bps to 450 bps, a total leverage covenant of 3.5 times was added to the initially covenant-light loan, and amortization was increased to 5% in years one, two and three, 7.5% in years four and five and 10% thereafter, from 1% per annum.

UBS AG is leading the deal that will be used to fund a cash tender offer for the company’s 10½% senior secured notes due 2018.

The tender offer will end at midnight ET on Oct. 28.

MedImpact is a San Diego-based full-service pharmacy benefit management company.

DigiCert hits secondary

DigiCert’s credit facility also began trading, with the $220 million six-year first-lien term loan (B1/B-) quoted at 97 bid, 98 offered, according to a market source.

Pricing on the first-lien term loan is Libor plus 500 bps with a 1% 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, the spread on the first-lien term loan was lifted from Libor plus 450 bps, the discount widened from 99, the call protection was extended from six months and the maturity was cut from seven years.

The company’s $345 million credit facility also includes a $15 million revolver (B1/B-) and a $110 million second-lien loan (CCC) that was privately placed.

Jefferies Finance LLC led the first-lien debt.

Proceeds were used to help fund the buyout of the company by Thoma Bravo LLC from TA Associates, the closing of which was announced on Thursday. TA Associates remained a minority shareholder in the company.

DigiCert is a Lehi, Utah-based provider of digital certificates.

Pilot Travel sets spread

Moving to the primary market, Pilot Travel Centers firmed pricing on its term loan B repricing at Libor plus 300 bps, the low end of the Libor plus 300 bps to 325 bps talk, and left the 0.75% Libor floor, par issue price and 101 soft call protection for six months intact, a source remarked.

This transaction will take term loan B pricing down from Libor plus 325 bps with a 1% Libor floor.

Bank of America Merrill Lynch, Wells Fargo Securities LLC, SunTrust Robinson Humphrey Inc. and U.S. Bank NA are leading the deal.

With the repricing, lenders are getting a $500 million paydown on the term loan B that will be funded from revolver borrowings and cash on hand.

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

Match timing emerges

Match Group set a bank meeting for 10:30 a.m. ET on Tuesday to launch its incremental $800 million seven-year senior secured term loan B (Ba2/BB+), a market source said.

Unofficial whispered talk on the loan is Libor plus 400 bps with a 1% Libor floor and an original issue discount of 99, the source added.

J.P. Morgan Securities LLC is leading the deal that will be used with $500 million of notes and proceeds from an initial public offering of stock to fund a distribution to IAC/InterActiveCorp in connection with its spinoff from IAC and for general corporate purposes.

Match Group is a Dallas-based provider of dating products.

Sucampo closes

In other news, Sucampo Pharmaceuticals Inc. completed its $250 million six-year senior secured term loan B (B3/B), according to a news release.

Pricing on the term loan B is Libor plus 725 bps with a 1% Libor floor, and it was sold at an original issue discount of 97. The debt has hard call protection of 102 in year one and 101 in year two.

During syndication, the spread on the loan was lifted from Libor plus 700 bps and the discount was revised from 98.

Jefferies Finance LLC led the deal that was used with cash on hand to fund the acquisition of R-Tech Ueno, a Tokyo-based pharmaceutical company, for ¥33 billion, or about $278 million, inclusive of around $54 million in cash and 2.5 million Sucampo shares, held by R-Tech Ueno.

Sucampo is a Bethesda, Md.-based pharmaceutical company.

GTT completes deal

GTT Communications Inc. closed on its $450 million credit facility (B2/B+) consisting of a $50 million five-year revolver and a $400 million seven-year term loan B, a news release said.

Pricing on the B loan is Libor plus 525 bps with a 1% Libor floor, and it was sold at an original issue discount of 98. The debt has 101 soft call protection for six months.

During syndication, pricing on the term loan was raised from talk of Libor plus 450 bps to 475 bps, the discount widened from 99, the incremental allowance was reduced, the MFN sunset was eliminated and the excess cash flow sweep was increased.

KeyBanc Capital Markets LLC and SunTrust Robinson Humphrey Inc. led the deal that funded the acquisition of One Source Networks for $175 million, consisting of $164 million in cash and $11 million in stock, and refinanced existing debt.

GTT is a McLean, Va.-based provider of cloud networking services. One Source is an Austin, Texas-based provider of global data, internet, session initiation protocol trunking and managed services.

AssuredPartners buyout wraps

The purchase of AssuredPartners Inc., a Lake Mary, Fla.-based provider of insurance brokerage services, by Apax Partners from GTCR has closed, according to a news release.

To help fund the transaction, AssuredPartners got a new $1,226,500,000 credit facility consisting of a $127.5 million five-year revolver (B1/B), a $762 million seven-year covenant-light first-lien term loan (B1/B) and a $337 million eight-year covenant-light second-lien term loan (Caa2/CCC+).

Pricing on the first-lien term loan is Libor plus 475 bps with a 1% Libor floor, and it was issued at a discount of 98.5. The debt has 101 soft call protection for one year.

The second-lien term loan is priced at Libor plus 900 bps with a 1% Libor floor, and was issued at 96. This tranche is non-callable for one year, then at 102 in year two and 101 in year three.

During syndication, pricing on the first-lien term loan firmed at the high end of the Libor plus 450 bps to 475 bps talk, the discount on the second-lien loan finalized at the wide end of the 96 to 97 talk, the incremental allowance was reduced, and the leverage-based pricing step-down was removed.

Bank of America Merrill Lynch, RBC Capital Markets LLC, Morgan Stanley Senior Funding Inc., Macquarie Capital (USA) Inc. and Barclays led the deal.

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