Freeport, US Foods, Plastipak, TransUnion, Cincinnati, Ultra break, C.H. and more break

By Sara Rosenberg

New York, Nov. 17 – Freeport LNG Investments LLLP reduced slightly the size of its first-lien term loan and trimmed the spread, US Foods Inc. changed the original issue discount on its incremental term loan B, and Plastipak Packaging Inc. reverse flexed pricing on its term loan B, and then these deals freed to trade on Wednesday.

TransUnion LLC firmed pricing on its term loan B-6 at the low end of talk, added a step-down and revised the original issue discount, set the issue price on its second-lien term loan at the tight side of revised guidance, and saw its second-lien term loan hit the secondary market during the session.

Also, before breaking, Cincinnati Bell Inc. downsized its seven-year term loan B-2, firmed the spread at the low side of talk, added a step-down and revised the issue price, and upsized its term loan B-1, and Ultra Electronics shifted some funds between its U.S. and euro term loans, finalized pricing on the tranches at the low end of guidance, and changed the original issue discount on the U.S. piece.

C.H. Guenther & Son set the spread on its first-lien term loan at the low side of talk and tightened the original issue discount, and Driven Brands trimmed pricing on its term loan B and finalized the original issue discount at the tight end of guidance, ahead of freeing up for trading, and deals from Covanta Holding Corp. and Resolute Investment Managers Inc. emerged in the secondary market too.

In more happenings, CoreLogic Inc. increased the size of its add-on term loan and adjusted the issue price, Kraton Corp. outlined U.S. and euro term loan B sizes, cut pricing on the U.S. piece, revised spread talk on the euro piece and added a step-down to both tranches, and Savers Inc. widened pricing on its incremental term loan B and terminated plans to reprice its existing term loan B.

Furthermore, Ascensus upsized its incremental first-lien term loan B, firmed the original issue discount at the tight end of talk and modified the issue price on its incremental second-lien term loan, Brooks Automation Inc. (Altar BidCo Inc.) changed pricing on its first- and second-lien term loans to SOFR from Libor and increased spreads, and NEP Group Inc. raised pricing on its incremental term loan B and set the original issue discount at the wide side of guidance.

Additionally, Summit Health (WP CityMD Bidco LLC), AmeriLife Holdings LLC and Duly Health & Care (Midwest Physician Administrative Services LLC) moved up the commitment deadlines for their loan transactions, and Digi International Inc. and Solmax released price talk with launch.

Freeport revised, trades

Freeport LNG Investments scaled back its seven-year first-lien term loan to $1.187 billion from $1.194 billion and lowered pricing to Libor plus 350 basis points from Libor plus 400 bps, according to a market source.

The 0.5% Libor floor, original issue discount of 99 and 101 soft call protection for six months on the term loan were unchanged.

Recommitments were due at noon ET on Wednesday and the term loan began trading later in the day, with levels quoted at 99¼ bid, 99¾ offered, another source added.

Credit Suisse Securities (USA) LLC, CIBC, Credit Agricole, ING, JPMorgan Chase Bank, MUFG, Natixis and Societe Generale are leading the deal that will be used to refinance existing debt.

Freeport LNG is a limited liability partnership that holds Michael Smith’s limited partnership interests in Freeport LNG Development LP, an operator of a liquefied natural gas receiving and regasification terminal.

US Foods tweaked, breaks

US Foods tightened the original issue discount on its $900 million seven-year incremental senior secured covenant-lite term loan B (B1/BB) to 99.875 from 99.5, a market source remarked.

Pricing on the term loan remained at Libor plus 275 bps with a 0% Libor floor, and the debt still has 101 soft call protection for six months.

Recommitments were due at 1 p.m. ET on Wednesday and the term loan free to trade late in the day, with levels quoted at par bid, par ½ offered, another source added.

Wells Fargo Securities LLC, Citigroup Global Markets Inc., BofA Securities Inc., KKR Capital Markets, JPMorgan Chase Bank, Truist, Fifth Third, Morgan Stanley Senior Funding Inc., Goldman Sachs Bank USA, BMO Capital Markets, Rabobank, ING and US Bank are leading the deal that will be used with about $400 million of cash on hand and $500 million of senior notes to repay an existing term loan due June 27, 2023.

KKR is the sponsor.

US Foods is a Rosemont, Ill.-based foodservice distributor.

Plastipak flexes, frees

Plastipak Packaging reduced pricing on its $850 million seven-year covenant-lite term loan B (Ba3/B+) to Libor plus 250 bps from talk in the range of Libor plus 275 bps to 300 bps, a market source said.

As before, the term loan has a 0.5% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months.

Commitments were due at noon ET on Wednesday and the term loan B broke later in the day, with levels quoted at 99¾ bid, par 1/8 offered, another source added.

Wells Fargo Securities LLC, Citigroup Global Markets Inc., BofA Securities Inc., JPMorgan Chase Bank, Citizens Bank and PNC are leading the deal that will be used to refinance existing debt and pay related fees and expenses.

Plastipak is a Plymouth, Mich.-based manufacturer and recycler of rigid plastic packaging containers and preforms.

TransUnion changes emerge

TransUnion set pricing on its $3.1 billion seven-year covenant-lite term loan B-6 (Ba2/BBB-) at Libor plus 225 bps, the low end of the Libor plus 225 bps to 250 bps talk, added a step-down to Libor plus 200 bps at 3.25x senior secured net leverage, and moved the original issue discount to 99.75 from 99.5, according to a market source.

In addition, the original issue discount on the company’s $640 million eight-year covenant-lite second-lien term loan (B1/BB) firmed at 99.5, the tight end of revised talk of 99.25 to 99.5 and tighter than initial talk in the range of 98.5 to 99.

The term loan B-6 still has a 0.5% Libor floor and 101 soft call protection for six months, and the second-lien term loan is still priced at Libor plus 500 bps with a 0% Libor floor, and is redeemable at par for six months post-closing, followed by call protection of 102 and 101 thereafter.

Recommitments for the term loan B-6 were due at 3 p.m. ET on Wednesday, the source said.

TransUnion second-lien breaks

TransUnion’s second-lien term loan freed up for trading during market hours, with levels quoted at 99 5/8 bid, par offered, another source added.

Deutsche Bank Securities Inc., Capital One, RBC Capital Markets and BofA Securities Inc. are the bookrunners on the term loan B-6, with Deutsche the left lead and administrative agent. JPMorgan Chase Bank, Deutsche Bank and Wells Fargo Securities LLC are the bookrunners on the second-lien term loan, with JPMorgan the left lead and administrative agent.

The loans will be used with cash on hand to fund the acquisition of Neustar from an investment group led by Golden Gate Capital for $3.1 billion in cash, refinance certain debt, and finance the purchase of Sontiq Inc. for $638 million.

Closing is expected in the fourth quarter, subject to customary conditions and regulatory approvals.

TransUnion is a Chicago-based information and insights company. Neustar is a Reston, Va.-based information services and technology company. Sontiq is a Nottingham, Md.-based intelligent identity security company.

Cincinnati reworked, trades

Cincinnati Bell trimmed its seven-year term loan B-2 (B1/B+) to $650 million from $850 million, set pricing at SOFR+CSA plus 325 bps, the low end of the SOFR+CSA plus 325 bps to 350 bps talk, added a 25 bps step-down at 0.5x inside closing date secured net leverage and adjusted the original issue discount to 99.5 from 99, according to a market source.

With the term loan B-2 downsizing, the company upsized its term loan B-1 that is not on offer to $500 million from $300 million, the source said.

The term loan B-2 still has a SOFR+CSA 0.5% floor, CSA of 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate, and 101 soft call protection for six months.

Recommitments were due at 12:30 p.m. ET on Wednesday and the term loan B-2 started trading in the afternoon, with levels quoted at par bid, par ½ offered, another source added.

Goldman Sachs Bank USA, Regions Capital, Societe Generale, CoBank, MUFG, Fifth Third Bank and PNC are leading the deal that will help refinance a first-lien term loan and 2024 and 2025 senior secured notes.

Cincinnati Bell is a Cincinnati-based provider of integrated entertainment and communication services and IT solutions.

Ultra Electronics revised

Ultra Electronics raised its U.S. seven-year term loan B to $883.5 million from $855 million, set pricing at Libor plus 375 bps, the low end of the Libor plus 375 bps to 400 bps talk, and changed the original issue discount to 99.75 from 99.5, a market source remarked.

The company also reduced its euro seven-year term loan B to €450 million from €475 million and firmed pricing at Euribor plus 375 bps, the low end of the Euribor plus 375 bps to 400 bps talk.

As before, the U.S. term loan has a 0.5% Libor floor, the euro term loan still has a 0% floor and a discount of 99.5, and both loans (B1/B-) have 101 soft call protection for six months.

The loans will be used to help fund the acquisition of the company by Advent, refinance existing debt and pay transaction fees and expenses.

Ultra frees up

During market hours, Ultra Electronics’ U.S. term loan made its way into the secondary market, with levels quoted at 99 7/8 bid, par 3/8 offered, another source added.

Barclays is the physical bookrunner on the U.S. term loan. Barclays, BNP Paribas Securities Corp., Credit Suisse and HSBC are physical bookrunners on the euro term loan. Goldman Sachs, Jefferies LLC, Lloyds, Morgan Stanley Senior Funding Inc., NatWest, RBC Capital Markets, SMBC and UniCredit are mandated lead arrangers. Credit Suisse is the administrative agent.

Ultra Electronics is a London-based manufacturer of electronic and electromechanical systems, sub-systems, and products for defense, security and aerospace applications.

C.H. updated, breaks

C.H. Guenther & Son finalized pricing on its $910 million seven-year first-lien term loan (B1/B) at Libor plus 300 bps, the low end of the Libor plus 300 bps to 325 bps talk, and changed the original issue discount to 99.5 from 99, according to a market source.

The term loan still has 25 bps step-downs at 0.5x and 1x inside closing date first-lien net leverage, a 0.5% Libor floor and 101 soft call protection for six months.

Recommitments were due at 11 a.m. ET on Wednesday and the term loan freed up during the day, with levels quoted at 99 5/8 bid, par offered, another source added.

JPMorgan Chase Bank is leading the deal that will be used to help refinance existing term loans in connection with a minority equity recapitalization of the company, and for general corporate purposes.

C.H. Guenther, a Pritzker Private Capital portfolio company, is a San Antonio-based diversified food manufacturer.

Driven modified, trades

Driven Brands lowered pricing on its $500 million seven-year term loan B (BB-) to Libor plus 300 bps from Libor plus 325 bps and firmed the original issue discount at 99.5, the tight end of the 99 to 99.5 talk, a market source remarked.

As before, the term loan has a 0.5% Libor floor and 101 soft call protection for six months.

Commitments were due at 2 p.m. ET on Wednesday, accelerated from 5 p.m. ET on Wednesday, and the term loan started trading later in the day, with levels quoted at 99¾ bid, par ¼ offered, another source added.

JPMorgan Chase Bank is leading the deal that will be used for general corporate purposes, including to fund future acquisitions.

Driven Brands is a Charlotte, N.C.-based automotive aftermarket company.

Covanta tops OID

Covanta’s strip of $1.335 billion seven-year sustainability linked term loan B and $100 million seven-year sustainability linked term loan C debt began trading during the session, with levels quoted at 99 7/8 bid, par 3/8 offered, according to a market source.

Pricing on the term loan debt (Ba1/BB) is Libor plus 250 bps with a 12.5 bps coupon increase for each of the two KPIs not met by the observation date of Dec. 31, 2025 and a 0.5% Libor floor. The debt was sold at an original issue discount of 99.75 and has 101 soft call protection for six months.

During syndication, pricing on the term loan debt was lowered from Libor plus 275 bps and the discount was revised from 99.5.

Barclays is the left lead on the deal that will be used with $300 million of sustainability-linked notes to help fund the buyout of the company by EQT Infrastructure for $20.25 per share and refinance existing debt.

Closing is expected in the fourth quarter, subject to Covanta shareholder approval and customary government approvals.

Covanta is a Morristown, N.J.-based provider of sustainable waste and energy solutions.

Resolute hits secondary

Resolute Investment Managers’ fungible $70 million add-on first-lien term loan B (Ba3/B+) due April 2024 broke in the afternoon, with levels quoted at 99¾ bid, par ¼ offered, a trader remarked.

Pricing on the add-on term loan is Libor plus 425 bps with a 1% Libor floor and the debt was sold at an original issue discount of 99.51.

During syndication, the add-on term loan was upsized from $60 million.

RBC Capital Markets is leading the deal that will be used fund a shareholder distribution.

Pro forma for the transaction, the term loan B totals about $552 million.

Resolute Investment, a Kelso & Co. portfolio company, is an Irving, Tex.-based diversified asset management platform that partners with investment managers on both an affiliated and unaffiliated basis.

CoreLogic upsizes

CoreLogic upsized its fungible add-on term loan due 2028 to $500 million from $400 million and revised the original issue discount to 99.75 from talk in the range of 99.25 to 99.5, a market source said.

Pricing on the add-on term loan is Libor plus 350 bps with a 0.5% Libor floor.

Commitments were due at 2 p.m. ET on Wednesday, moved up from 5 p.m. ET on Wednesday, the source added.

JPMorgan Chase Bank is leading the deal that will be used to repay revolver borrowings and add cash to the balance sheet.

CoreLogic is an Irvine, Calif.-based property information, analytics and data-enabled solutions provider.

Kraton updated

Kraton firmed its U.S. seven-year term loan B size at $600 million and its euro seven-year term loan B size at €300 million, compared to prior talk of $950 million equivalent total with U.S. and euro term loan B sizes to be determined, according to a market source.

Pricing on the U.S. term loan was reverse flexed to Libor plus 325 bps from talk in the range of Libor plus 350 bps to 375 bps, price talk on the euro term loan was changed to a range of Euribor plus 325 bps to 350 bps from a range of Euribor plus 350 bps to 375 bps, and both term loans (Ba3/BB) saw the addition of a 25 bps step-down at 2.5x net first-lien leverage, the source said.

As before, the U.S. term loan has a 0.5% Libor floor and an original issue discount of 99.5, the euro term loan has a 0% floor and a discount of 99.5, and both term loans have 101 soft call protection for six months and ticking fees of half the margin from days 46 to 90 and the full margin thereafter.

Recommitments for the U.S. term loan were due at 5 p.m. ET on Wednesday and recommitments for the euro term loan are due at 7 a.m. ET on Thursday, the source added.

Kraton lead banks

Goldman Sachs, BMO Capital Markets, Deutsche Bank Securities Inc., HSBC Securities, Wells Fargo Securities LLC, BNP Paribas Securities Corp., SMBC, BofA Securities Inc. and Mizuho are leading Kraton’s term loans.

The new debt will be used to help fund the acquisition of the company by DL Chemical Co. Ltd. for $46.50 per share. The transaction has an enterprise value of about $2.5 billion.

Kraton will be financed on a stand-alone basis and will be a ring fenced, wholly owned non-guarantor subsidiary of DL Chemical.

Closing is expected in the first half of 2022, subject to customary conditions, including the receipt of stockholder and regulatory approvals.

Kraton is a Houston-based producer of specialty polymers and high-value bio-based products derived from pine wood pulping co-products. DL Chemical is a Korea-based petrochemical company.

Savers reworked

Savers raised pricing on its fungible $225 million incremental term loan B to Libor plus 550 bps from talk in the range of Libor plus 450 bps to 475 bps and cancelled plans to reprice its existing $600 million term loan due 2028, a market source said.

The incremental and existing term loan debt are no longer getting 101 soft call protection for six months, the source added.

The 0.75% Libor floor and a par issue price on the incremental term loan were unchanged.

Commitments continue to be due at 5 p.m. ET on Thursday.

KKR Capital Markets, Jefferies LLC and Credit Suisse Securities (USA) LLC are leading the deal that will be used for acquisition financing.

The existing term loan is currently priced at Libor plus 550 bps with a step-up to Libor plus 575 bps based on leverage and a 0.75% Libor floor.

Savers is a Bellevue, Wash.-based thrift store chain.

Ascensus tweaked

Ascensus lifted its fungible incremental first-lien term loan B (B2/B-) due August 2028 to $800 million from $750 million and finalized the original issue discount at 99.5, the tight end of the 99 to 99.5 talk, according to a market source.

Also, the issue price on the company’s fungible $100 million incremental second-lien term loan (Caa2/CCC) due August 2029 was revised to par from 99.5, the source said.

Pricing on the incremental first-lien term loan is Libor plus 350 bps with a 0.5% Libor floor and the debt has 101 soft call protection through February 2022, and pricing on the incremental second-lien term loan is Libor plus 650 bps with a 0.5% Libor floor and the debt has call protection of 102 through August 2022 and 101 through August 2023, all in line with the existing term loans.

Ticking fees on the incremental first-lien term loan are half the margin from days 46 to 90 and the full margin thereafter.

Ascensus buying Newport

Ascensus will use the first- and second-lien term loans to help fund its acquisition of Newport Group.

Recommitments were due at 4:30 p.m. ET on Wednesday, the source added. Allocations went out late in the day.

Goldman Sachs Bank USA, Stone Point, KKR Capital Markets LLC, Barclays, BofA Securities Inc., Capital One, Truist, Ares and Golub are leading the deal. JPMorgan is the administrative agent on the first-lien term loan and KKR is the administrative agent on the second-lien term loan.

Closing is expected in the first quarter of 2022, subject to regulatory approvals and other customary conditions.

Ascensus is a Dresher, Pa.-based tech-enabled solutions provider focused on recordkeeping and administration in the U.S. tax advantages savings market. Newport Group is a Walnut Creek, Calif.-based retirement services provider.

Brooks changes spreads

Brooks Automation revised pricing on its $900 million seven-year first-lien term loan to SOFR plus 335 bps from revised talk of Libor plus 325 bps and initial talk of Libor plus 375 bps, and on its $205 million eight-year second-lien term loan to SOFR plus 560 bps from revised talk of Libor plus 550 bps and initial talk in the range of Libor plus 625 bps to 650 bps, a market source said. No Credit Spread Adjustment (CSA) is included in the loans.

Also, the ticking fees on the loans were changed to half the margin from days 31 to 60 and the full margin thereafter, from half the margin from days 46 to 90 and the full margin thereafter.

The first-lien term loan still has a 25 bps pricing step-down at 4x first-lien net leverage, a 0.5% floor, an original issue discount of 99.5 and 101 soft call protection for six months, and the second-lien term loan still has a 0.5% floor, a discount of 99 and hard call protection of 102 in year one and 101 in year two.

Previously in syndication, the first-lien term loan was upsized from $825 million, the leverage-based step-down was added and a step-down upon an initial public offering was removed.

Brooks being acquired

Brooks Automation will use the new term loans with equity to fund its buyout by Thomas H. Lee Partners LP in a transaction valued at $3 billion. The amount of equity being used was reduced as a result of the recent first-lien term loan upsizing.

Barclays, Goldman Sachs Bank USA, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., UBS Investment Bank, MUFG, SMBC and Stifel are leading the debt, with Barclays the left lead and administrative agent on the first-lien term loan and Goldman the left lead and agent on the second-lien term loan.

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

Closing is expected in the first quarter of 2022, subject to customary conditions and regulatory approvals.

Brooks Automation is a Chelmsford, Mass.-based automation technology company with significant expertise in semiconductors.

NEP widens spread

NEP Group lifted pricing on its non-fungible $210 million incremental term loan B (B3/B/B) due Oct. 19, 2025 to Libor plus 400 bps from Libor plus 375 bps and firmed the original issue discount at 99, the wide end of the 99 to 99.5 talk, a market source remarked.

The term loan still has a 0.5% Libor floor and 101 soft call protection for six months.

Commitments were due at 5 p.m. ET on Wednesday, the source added.

Barclays, JPMorgan Chase Bank, HSBC Securities (USA) Inc., Macquarie Capital (USA) Inc., MUFG and Mizuho are leading the deal that will be used for general corporate purposes, including acquisitions and capital expenditures, and to pay down revolver borrowings.

NEP is a Pittsburgh-based provider of outsourced live and broadcast production solutions.

Summit tweaks timing

Summit Health accelerated the commitment deadline for its $1.684 billion seven-year first-lien term loan (B1/B) to 5 p.m. ET on Wednesday from 5 p.m. ET on Thursday, according to a market source.

Talk on the term loan is Libor plus 325 bps with a 0.5% Libor floor and 101 soft call protection for six months.

Of the total term loan amount, $800 million is a fungible incremental tranche talked with an original issue discount of 99.5 and $884 million is a repricing and extension of an existing term loan talked with a discount of 99.875.

Credit Suisse Securities (USA) LLC, Barclays, Goldman Sachs Bank USA, Jefferies LLC, Mizuho, ING, KeyBanc Capital Markets, Golub Capital and Regions Bank are leading the deal that will be used to fund tuck-in acquisitions and refinance existing debt.

Current pricing on the existing term loan that is being repriced is Libor plus 375 bps with a 0.75% Libor floor, and the maturity is being extended from August 2026.

Summit is physician-owned multispecialty and urgent care medical practice.

AmeriLife accelerated

AmeriLife change the commitment deadline for its fungible $135 million incremental covenant-lite first-lien term loan due March 2027 to 5 p.m. ET on Wednesday from 5 p.m. ET on Thursday, a market source said.

Pricing on the incremental term loan is Libor plus 400 bps with a 0% Libor floor, in line with existing term loan pricing, and the new debt is talked with an original issue discount of 99.25 to 99.5.

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

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

AmeriLife is a Clearwater, Fla.-based insurance marketing organization.

Duly moves deadline

Duly Health changed the commitment deadline for its fungible $40 million incremental covenant-lite first-lien term loan due March 2028 to 10 a.m. ET on Thursday from 5 p.m. ET on Thursday, according to a market source.

Pricing on the incremental term loan is Libor plus 325 bps with a 0.75% Libor floor, in line with existing term loan pricing, and the debt is talked with an original issue discount of 99.5.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to fund tuck-in acquisitions.

Duly Health, formerly known as DuPage Medical Group, is a Downers Grove, Ill.-based multi-specialty physician group.

Digi guidance

Digi International held its lender call on Wednesday morning and announced talk on its $350 million term loan B (B2/B) due 2028 at Libor plus 400 bps to 425 bps with a 0.5% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, according to a market source.

Commitments are due on Dec. 3, the source added.

BMO Capital Markets is leading the deal that will be used to fund the recently completed $347.4 million acquisition of Ventus Holdings, a Connecticut-based managed network as a service solutions provider, and to repay debt.

Digi is a Hopkins, Minn.-based provider of internet of things connectivity products and services.

Solmax OID talk

Solmax launched on its morning call its fungible $100 million incremental first-lien term loan due July 23, 2028 with original issue discount talk of 99 to 99.5, a market source remarked.

Pricing on the incremental term loan is Libor plus 475 bps with a 0.75% Libor floor, in line with existing term loan pricing.

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

Barclays and TD Securities (USA) LLC are leading the deal that will be used to fund the acquisition of Propex.

Solmax is a Quebec-based producer of geosynthetics products for industrial and environmental applications.

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