Cambium second-lien term loan frees up; Cast & Crew tweaks deal; MKS, Duravant accelerated

By Sara Rosenberg

New York, Jan. 15 – Cambium Learning Group Inc. saw its second-lien term loan free up for trading on Tuesday morning after wrapping syndication of the tranche at a wider original issue discount than was outlined last month.

In more happenings, Cast & Crew Entertainment Services increased the size of its first-lien term loan, lowered the spread, added a pricing step-down and tightened the issue price, and MKS Instruments Inc. and Duravant LLC (Engineered Machinery Holdings Inc.) moved up the commitment deadlines on their incremental term loans.

Additionally, StandardAero Aviation Holdings Inc. (Dynasty Acquisition Co. Inc.), Caliber Collision (Wand NewCo3 Inc.) and Kofax (Project Leopard Holdings) announced price talk with launch.

Furthermore, DiscoverOrg LLC and Perforce Software Inc. emerged with new deal plans, and timing on the launch of Revere Power LLC’s credit facilities surfaced.

Cambium second-lien breaks

Cambium Learning Group’s $130 million eight-year second-lien term loan (Caa2/CCC/CCC+) hit the secondary market on Tuesday, with levels quoted at 94 bid, 95 offered, according to a trader.

Pricing on the second-lien term loan is Libor plus 850 basis points with a 0% Libor floor, and it was sold at an original issue discount of 94. The debt has call protection of 102 in year one and 101 in year two.

The company’s $500 million of credit facilities also include a $50 million revolver (B2/B-/BB) and a $320 million seven-year first-lien term loan (B2/B-/BB).

The first-lien loan is priced at Libor plus 450 bps with 0% Libor floor and was sold at an original issue discount of 95. This tranche has 101 soft call protection for one year.

Levels on the first-lien were quoted at 95 bid, 96 offered on Tuesday, unchanged from where the debt was trading on Monday, the trader added.

Syndication of the second-lien term loan was still being worked on when the first-lien term loan allocated and broke for trading on Dec. 18.

Cambium lead banks

RBC Capital Markets, Deutsche Bank Securities Inc., Barclays and BMO Capital Markets led Cambium’s credit facilities.

During syndication, the discount on the second-lien term loan widened from revised talk announced in mid-December of 95 and initial talk announced at the bank meeting in late November of 99. Also, the discount on the first-lien term loan was revised from 99.5 and the call protection was extended from six months.

Proceeds from the new debt were used to help fund the buyout of the company by Veritas Capital for $14.50 in cash per share, which was completed in December.

Cambium is a Dallas-based educational technology solutions company.

Cast & Crew modified

Moving to the primary market, Cast & Crew Entertainment Services raised its seven-year first-lien term loan (B2/B+) to $765 million from $740 million, cut pricing to Libor plus 400 bps from Libor plus 425 bps, added a step-down to Libor plus 375 bps when first-lien net leverage is 4.75 times and adjusted the original issue discount to 99 from 98, a market source said.

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

Comments on the credit agreement were due at 5 p.m. ET on Tuesday and commitments are due at 10 a.m. ET on Wednesday, the source added.

The company’s now $1.18 billion of credit facilities also include a $90 million revolver (B2/B+) and a $325 million privately placed second-lien term loan.

Goldman Sachs Bank USA and RBC Capital Markets are leading the deal that will be used to help fund the buyout of the company by EQT Partners from Silver Lake.

Closing is subject to customary conditions.

Cast & Crew is a Burbank, Calif.-based provider of software and services to the entertainment production industry.

MKS revises deadline

MKS Instruments accelerated the commitment deadline on its $650 million seven-year incremental first-lien term loan B (Ba1/BB+) to 5 p.m. ET on Thursday from 5 p.m. ET on Jan. 23, according to a market source.

The term loan is talked at Libor plus 250 bps with a 0% Libor floor, an original issue discount of 98 to 98.5 and 101 soft call protection for six months.

The company’s $750 million of credit facilities also include a $100 million five-year ABL revolver.

Barclays and HSBC Securities (USA) Inc. are leading the deal that will be used with cash on hand to fund the acquisition of Electro Scientific Industries Inc. for $30.00 per share in cash, or about $1 billion.

Closing is expected this quarter.

MKS is an Andover, Mass.-based provider of instruments, subsystems and process control solutions to improve performance and productivity of advanced manufacturing processes. Electro Scientific is a Portland, Ore.-based supplier of photonic and laser systems to microelectronics customers.

Duravant accelerated

Duravant moved up the commitment deadline on its non-fungible $160 million incremental first-lien term loan due July 2024 to 4 p.m. ET on Tuesday from 2 p.m. ET on Wednesday, a market source remarked.

Talk on the term loan is Libor plus 400 bps to 425 bps with a 0% Libor floor, an original issue discount of 98 and 101 soft call protection for six months.

Jefferies LLC, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Antares Capital and Societe Generale are leading the deal that will be used with an equity contribution from the sponsor to fund the acquisition of Wulftec International.

Duravant is a Downers Grove, Ill.-based automation solutions platform providing highly engineered equipment and related aftermarket parts and services.

StandardAero price talk

StandardAero Aviation held its bank meeting on Tuesday and released price talk on its $2,145,000,000 seven-year covenant-light first-lien term loan at Libor plus 425 bps with a 0% Libor floor and an original issue discount of 98 to 98.5, according to a market source.

The term loan has 101 soft call protection for six months.

The company’s $2,595,000,000 of credit facilities also include a $150 million revolver and a $300 million ABL revolver.

Commitments are due at noon ET on Jan. 25.

Credit Suisse Securities (USA) LLC, RBC Capital Markets, Macquarie Capital, Barclays, Jefferies LLC, Nomura Securities, Goldman Sachs Bank USA and Mizuho are leading the debt that will be used with equity to fund the buyout of the company by the Carlyle Group from Veritas Capital.

Closing is expected this quarter, subject to customary regulatory conditions.

StandardAero is a Scottsdale, Ariz.-based provider of aircraft engine maintenance, repair and overhaul services.

Caliber launches

Caliber Collision launched at its afternoon meeting its $1.85 billion seven-year covenant-light term loan B (B1/B) at talk of Libor plus 400 bps with a 0% Libor floor and an original issue discount of 98.5 to 99, a market source said.

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

Bank of America Merrill Lynch, Deutsche Bank Securities Inc., Jefferies LLC, SunTrust Robinson Humphrey Inc. and BMO Capital Markets are leading the loan that is being done in connection with the merger of Caliber Collision and Abra Auto Body Repair of America.

Under the transaction, Hellman & Freidman LLC, Abra’s majority shareholder, will become the majority shareholder of the combined company. Omers, a majority stakeholder in Caliber, and Leonard Green & Partners LP, a minority stakeholder in Caliber, will remain significant minority shareholders in the combined company.

The term loan will be used to refinance existing debt, purchase a portion of existing Caliber equity from Omers, Leonard Green and other shareholders and purchase non-Hellman & Freidman Abra equity.

Closing is expected early this year.

Lewisville, Texas-based Caliber and Brooklyn Park, Minn.-based Abra are vehicle repair companies.

Kofax sets guidance

Kofax came out with talk of Libor plus 425 bps with a 1% Libor floor and an original issue discount of 98 to 98.5 on its $410 million covenant-light first-lien term loan (B2/B) due July 2023 shortly before its morning bank meeting began, according to a market source.

The term loan has 101 soft call protection for six months.

Commitments are due on Jan. 29.

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 to fund the $400 million acquisition of Nuance Document Imaging from Nuance Communications Inc.

Closing is expected by the end of this quarter.

Kofax is an Irvine, Calif.-based provider of software solutions and services across multi-channel capture and financial process automation markets. Nuance Document Imaging is a provider of software that helps organizations optimize their information-based capture and print processes.

DiscoverOrg on deck

Also in the primary market, DiscoverOrg set a lenders’ presentation for 10 a.m. ET on Wednesday to launch $1,335,000,000 of senior secured credit facilities, a market source said.

The facilities consist of a $100 million revolver, an $825 million first-lien term loan and a $410 million second-lien term loan, the source added.

Morgan Stanley Senior Funding Inc., Barclays and Antares Capital are leading the deal that will be used to fund an acquisition and refinance existing debt.

DiscoverOrg is a Vancouver, Wash.-based provider of sales and marketing data.

Perforce readies loan

Perforce Software scheduled a lender meeting for Thursday morning in New York to launch a $375 million incremental first-lien term loan, according to a market source.

The company is also getting an $85 million privately placed incremental second-lien term loan, the source said.

Antares Capital, Ares Capital Management, Varagon Capital Partners and AB Private Credit Investors are leading the deal that will be used to fund the acquisition of Rogue Wave Software.

First-lien leverage is expected to be 4.75 times and total net leverage is expected to be 5.75 times off of about $150 million of LTM EBITDA.

Perforce, a Clearlake Capital Group LP portfolio company, is a Minneapolis-based provider of software solutions for enterprise software development operations teams.

Revere Power timing

Revere Power emerged with plans to hold a bank meeting at 11:30 a.m. ET on Thursday to launch its previously announced $586 million of credit facilities, which, prior to now, had been labeled broadly as expected January business, a market source remarked.

The facilities consist of a $55 million five-year revolver, a $445 million seven-year term loan B and an $86 million seven-year term loan C.

Jefferies LLC and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to help fund Carlyle Group’s $590 million acquisition of three natural gas-fired generation facilities, known as Bridgeport Energy, Tiverton Power and Rumford Power, from Emera Inc.

Closing is expected this quarter, subject to regulatory approvals.

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