G-III Apparel, Emerald Expositions break; Bioclinica, Casella, Vantiv, 84 Lumber set changes

By Sara Rosenberg

New York, Oct. 5 – G-III Apparel Group Ltd.’s credit facility made its way into the secondary market on Wednesday, with its term loan B quoted above its original issue discount, and Emerald Expositions Holding Inc.’s incremental term loan began trading as well.

Over in the primary market, Bioclinica tightened the original issue discount on its first-lien term loan, Casella Waste Systems Inc. lowered pricing on its term loan B and modified the original issue discount, Vantiv Inc. upsized its term loan B and tweaked issue price guidance, and 84 Lumber Co. widened the spread and issue price on its term loan B.

Also, Jeld-Wen Inc., Klockner Pentaplast, Micron Technology Inc., KinderCare Education LLC (Kuehg Corp.), Morsco Inc., Dayton Superior Corp. and Virtu Financial (VFH Parent LLC) released talk with launch.

In addition, ConvaTec Healthcare Inc. term loan B guidance emerged, and Communications Sales & Leasing Inc., Kronos Inc., Portillo’s, Sedgwick Claims Management Services Inc. and FLY Leasing joined this week’s primary calendar.

G-III Apparel starts trading

G-III Apparel’s credit facility freed to trade on Wednesday, with the $350 million six-year term loan B (B1/BB+) quoted at 98¾ bid, par offered, according to a trader.

Pricing on the term B is Libor plus 525 basis points with a 1% Libor floor, and it was sold at a discount of 98. The debt has 101 soft call protection for one year and a ticking fee of the full spread and floor after 30 days.

On Tuesday, pricing on the term loan B was lifted from talk of Libor plus 450 bps to 475 bps, the discount widened from 99, the call protection was extended from six months, amortization was increased to 2.5% per annum from 1%, the 12-month MFN sunset was removed setting the 50-bps MFN for the life of the loan, and the incremental allowance was reduced to $125 million plus an unlimited amount up to 2.25 times first-lien net leverage from $175 million plus an unlimited amount up to 2.75 times first-lien net leverage.

Also on Tuesday, the excess cash flow sweep was changed to 75% stepping down to 50%, 25% and 0% at 3 times, 2.75 times and 2.25 times senior secured net leverage, from 50% stepping down to 25% and 0% at 2.75 times and 2.25 times senior secured net leverage, and the first-lien net leverage covenant was revised to 5.25 times through April 2019 with step-downs from 5.5 times through April 2019 with step-downs.

G-III getting revolver

Along with the term loan B, G-III Apparel’s $1 billion senior secured credit facility provides for a $650 million five-year ABL revolver.

Barclays and J.P. Morgan Securities LLC are the joint lead arrangers on the term loan, and Barclays, JPMorgan and Bank of America Merrill Lynch are the joint lead arrangers on the revolver.

Proceeds will be used to help fund the acquisition of Donna Karan International Inc. from LVMH Moet Hennessy Louis Vuitton for $650 million and replace an existing $450 million ABL revolver.

Other funds for the transaction will come from $75 million of newly issued G-III common stock to LVMH and a $75 million 6.5-year seller note.

Total net leverage will be 3.1 times, based on LTM second quarter pro forma adjusted EBITDA.

Closing is expected late this year or early next year, subject to certain conditions.

G-III Apparel is a New York-based designer, manufacturer and marketer of branded apparel and accessories.

Emerald hits secondary

Emerald Expositions’ $200 million incremental term loan (B2/BB-) also broke, with levels seen at 100¼ bid, 100¾ offered, a trader remarked.

The incremental term loan is priced at Libor plus 375 bps with a 1% Libor floor and was issued at a discount of 99.5, after tightening during syndication from 99.27. Included in the debt is 101 soft call protection for six months.

Bank of America Merrill Lynch is leading the deal that will be used to refinance notes.

Emerald is a San Juan Capistrano, Calif.-based operator of large business-to-business tradeshows.

Bioclinica revised

Moving to the primary market, Bioclinica modified the original issue discount on its $445 million seven-year covenant-light first-lien term loan (B1/B) to 99.5 from 99 and left pricing at Libor plus 425 bps with a 1% Libor floor, according to a market source. The debt still has 101 soft call protection for six months.

The company’s $705 million credit facility also includes a $50 million five-year revolver (B1/B) and a $210 million eight-year covenant-light second-lien term loan (Caa2/CCC) priced at Libor plus 825 bps with a 1% Libor floor and a discount of 98. The second-lien loan has hard call protection of 102 in year one and 101 in year two.

Recommitments were due at 2 p.m. ET on Wednesday, the source said.

Jefferies Finance LLC is leading the deal that will be used to help fund the buyout of the company by Cinven from Water Street Healthcare Partners and JLL Partners.

Bioclinica is a Doylestown, Pa.-based provider of specialized technology-enabled services supporting clinical trials.

84 Lumber tweaks deal

84 Lumber lifted pricing on it $350 million seven-year covenant-light term loan B (B3/B+) to Libor plus 575 bps from Libor plus 525 bps, revised the original issue discount to 98 from 99 and changed amortization and the restricted payments basket, a source said.

As before, the loan has a 1% Libor floor and 101 soft call protection for one year.

Wells Fargo Securities LLC and PNC Capital Markets are leading the deal that will be used to refinance existing debt.

84 Lumber is an Eighty Four, Pa.-based supplier of building materials, manufactured components and services for single and multi-family residences and commercial buildings.

Vantiv term B modified

Vantiv raised its seven-year term loan B to $765 million from $515 million and revised issue price talk to a range of 99.75 to par from most recent talk of par and initial talk of 99.75, according to a market source.

The term loan B is still priced at Libor plus 250 bps with a 0.75% Libor floor and still has 101 soft call protection for six months.

Previously in syndication, the spread on the loan firmed at the low end of the Libor plus 250 bps to 275 bps talk and the call protection was extended from six months.

Recommitments are due at noon ET on Thursday, the source said.

J.P. Morgan Securities LLC is leading the deal that will be used to refinance existing debt and for general corporate purposes.

Vantiv is a Symmes Township, Ohio-based provider of payment processing services and related technology solutions for merchants and financial institutions.

Casella reworks loan

Casella Waste Systems trimmed pricing on its $350 million seven-year covenant-light term loan B to Libor plus 300 bps from Libor plus 325 bps and moved the original issue discount to 99.5 from 99, while leaving the 1% Libor floor and 101 soft call protection for six months intact, a market source remarked.

The company’s $500 million credit facility (B1/B+) also includes a $150 million revolver.

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

Bank of America Merrill Lynch is the left lead on the deal that will be used to redeem 7¾% senior subordinated notes due 2019, to repay in full an existing senior secured asset-based revolver and letter-of-credit facility, which matures on Feb. 26, 2020, and for working capital and other purposes.

Casella is a Rutland, Vt.-based solid waste, recycling and resource management services company.

Jeld-Wen releases terms

Jeld-Wen had its bank meeting on Wednesday, at which time its $1,614,000,000 of covenant-light term loan debt (B1/B) was launched with talk of Libor plus 400 bps with a step-down to Libor plus 375 bps at 4 times net leverage, a 1% Libor floor and 101 soft call protection for six months, according to a market source.

The debt is split between a $763 million existing term loan due 2021 and a $476 million existing term loan due 2022, offered with a 25-bps amendment fee, and a $375 million incremental term loan due 2022 offered at an original issue discount of 99.75, the source said.

The existing term loan lenders are being asked to agree to the amendment and if they do, they roll into a single $1,614,000,000 tranche due July 1, 2022. Proceeds from the new debt will fund a distribution to shareholders.

Current spread and floor on the existing 2022 term loan matches the price talk on the new deal.

Leads, Barclays and Bank of America Merrill Lynch, are asking for commitments by noon ET on Oct. 14.

Net first-lien leverage is 4.3 times, and net total leverage is 4.4 times.

Jeld-Wen is a Klamath Falls, Ore.-based door and window manufacturer.

Klockner details emerge

Klockner Pentaplast held its lender call in the morning, launching a $724 million first-lien covenant-light term loan due April 28, 2020 and a €295 million first-lien covenant-light term loan due April 28, 2020 talked at Libor/Euribor plus 325 bps with a 1% floor, an original issue discount of 99.875 and 101 soft call protection for six months, according to a market source.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to refinance existing first-lien term loans priced at Libor/Euribor plus 400 bps with a 1% floor, to fund a recent acquisition in Turkey and for general corporate purposes.

The U.S. term loan size is unchanged from the current outstanding amount and the euro term loan includes €85 million of add-on debt, the source said.

Commitments are due at noon ET on Oct. 13, the source added.

The borrowers are KP Germany Erste GmbH, Klockner Pentaplast GmbH and Klockner Pentaplast of America Inc.

Klockner is a Montabaur, Germany-based manufacturer of rigid plastic film solutions.

Micron sets talk

Micron Technology came out with talk of Libor plus 375 bps with no Libor floor, a par issue price and 101 soft call protection for six months on its $748,125,000 covenant-light term loan B due April 26, 2022 that launched with a morning call, a source remarked.

Consents/commitments are due at noon ET on Friday, the source added.

Morgan Stanley Senior Funding Inc. is leading the deal that will be used to reprice the existing term loan B from Libor plus 600 bps with no Libor floor.

Micron is a Boise, Idaho-based semiconductor company.

KinderCare holds call

KinderCare surfaced in the morning with plans to hold a lender call at 1 p.m. ET to launch a $690 million covenant-light first-lien term loan (B1/B) due Aug. 13, 2022 talked at Libor plus 425 bps to 450 bps with a 1% Libor floor, a par issue price and 101 soft call protection for six months, according to a market source.

Commitments are due at 5 p.m. ET on Oct.13, the source said.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to reprice an existing first-lien term loan from Libor plus 500 bps with a 1% Libor floor.

KinderCare, formerly known as Knowledge Universe, is a Portland, Ore.-based provider of early childhood care and education services.

Morsco launches

Morsco released talk of Libor plus 600 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for one year on its $300 million seven-year senior secured covenant-light term loan (B3/B) that launched with a bank meeting during the session, a market source said.

Commitments are due at 5 p.m. ET on Oct. 19, the source added.

Barclays, Citigroup Global Markets Inc., RBC Capital Markets and Jefferies Finance LLC are leading the deal that will be used to fund the acquisition of Fortiline Waterworks.

Total net leverage is 5.3 times.

Advent International is the sponsor.

Morsco is a Fort Worth-based distributor of commercial and residential plumbing and HVAC products.

Dayton discloses guidance

Dayton Superior had its bank meeting, and with the event, talk on its $225 million six-year term loan B (B) was revealed to be Libor plus 700 bps with a 1% Libor floor, an original issue discount of 97 and 101 hard call protection for one year, according to a market source.

Commitments are due at noon ET on Oct. 19, the source added.

Deutsche Bank Securities Inc. and Jefferies Finance LLC are leading the deal that will be used to refinance existing debt.

Dayton Superior is a Miamisburg, Ohio-based supplier to the non-residential concrete construction industry.

Virtu seeks loan

Virtu Financial launched on Wednesday a $540 million term loan B (Ba3) with talk of Libor plus 375 bps with a 1% Libor floor and an original issue discount of 99.5, a market source remarked.

J.P. Morgan Securities LLC is leading the deal that will be used to refinance existing debt.

Virtu is a New York-based electronic market maker and financial technology developer.

ConvaTec term B talk

ConvaTec Healthcare Inc. is shopping its $585 million seven-year senior secured term loan B with talk of Libor plus 275 bps with a 0.75% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, a market source said.

The company’s $2 billion-equivalent credit facility (Ba3/BB) also includes a $200 million-equivalent revolver and a $1,215,000,000-equivalent U.S. and euro term loan A.

A bank meeting for European investors took place in London on Wednesday and a bank meeting for U.S. investors will take place at 10 a.m. ET in New York on Thursday.

Commitments are due at noon ET on Oct. 13, the source added.

Goldman Sachs Bank USA, Bank of America Merrill Lynch, UBS Investment Bank, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., J.P. Morgan Securities LLC and Morgan Stanley Senior Funding Inc. are leading the deal that will be used with proceeds from an initial public offering of shares to refinance existing debt.

ConvaTec is a Luxembourg-based medical products and technologies company.

Communications Sales on deck

Also in the primary market, Communications Sales & Leasing set a lender call for Thursday to launch a $2.1 billion term loan due October 2022 talked at Libor plus 350 bps to 375 bps with a 1% Libor floor, an original issue discount of 99.75 and 101 soft call protection for six months, according to a market source.

J.P. Morgan Securities 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.

In addition, the company said in an 8-K filed with the Securities and Exchange Commission that it is seeking an amendment to modify certain provisions to permit it to operate through a customary “up-REIT” structure, should it choose to operate through such a structure in the future.

Communications Sales & Leasing is a Little Rock, Ark.-based real estate investment engaged in the acquisition and construction of mission critical communications infrastructure.

Kronos joins calendar

Kronos Worldwide emerged with plans to hold a lender call on Friday to launch a $3.4 billion credit facility, according to a market source.

The facility consists of a $100 million five-year revolver (B-), a $2.3 billion seven-year first-lien term loan B (B-) and a $1 billion eight-year second-lien term loan (CCC), the source said.

Nomura, Jefferies Finance LLC and Macquarie Capital (USA) Inc. are leading the deal that will be used to refinance existing debt and fund a dividend.

Kronos is a Chelmsford, Mass.-based provider of workforce management software.

Portillo’s readies deal

Portillo’s scheduled a lender call for 10 a.m. ET on Friday to launch $96 million in add-on term loans, split between a $71 million add-on first-lien term loan (B2) and a $25 million add-on second-lien term loan (Caa2), a source said.

The term loans have a 1% Libor floor.

UBS Investment Bank and Jefferies Finance LLC are leading the deal that will be used to pay a dividend.

Berkshire Partners is the sponsor.

Portillo’s is an Oak Brook, Ill.-based restaurant company.

Sedwick plans repricing

Sedgwick Claims Management Services will hold a lender call on Thursday to launch a repricing of its $325 million incremental first-lien term loan due February 2021 from Libor plus 425 bps with a 1% Libor floor, according to a market source.

KKR Capital Markets is leading the deal.

Sedgwick is a Memphis, Tenn.-based provider of technology-enabled claims and productivity management solutions.

FLY coming soon

FLY Leasing scheduled a lender call for 3:30 p.m. ET on Thursday to launch an amendment and extension of its term loan due August 2019, a market source said.

RBC Capital Markets is leading the deal.

FLY Leasing is a Dublin-based aircraft lessor.

Serta gives floor, call prices

In other news, Serta Simmons Holdings LLC disclosed that its $1.9 billion seven-year first-lien term B and $500 million eight-year second-lien term loan have a 1% Libor floor, a market source remarked.

Also, the first-lien term loan includes 101 soft call protection for six months, and the second-lien term loan has call protection of 102 in year one and 101 in year two, the source added.

UBS Investment Bank and Goldman Sachs Bank USA are the bookrunners on the deal that will launch with a bank meeting at 10:30 a.m. ET on Thursday, with UBS left lead on the term loan B and Goldman left lead on the second-lien loan.

The company’s $2,625,000,000 credit facility also provides for a $225 million ABL revolver.

Proceeds will be used to refinance existing debt and pay a dividend.

Advent International is the sponsor.

Serta is an Atlanta-based manufacturer and distributor of mattresses.

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