Hfotco, Abercrombie, Sound Inpatient, FirstLight, Celestica break; MedPlast accelerated

By Sara Rosenberg

New York, June 19 – Hfotco LLC (Houston Fuel Oil Terminal Co.) finalized pricing on its term loan at the low end of guidance and Abercrombie & Fitch Management Co. lifted the spread on its term loan B, and then both of these deals freed up for trading on Tuesday.

Other deals to make their way into the secondary market during the session included Sound Inpatient Physicians Holdings LLC, FirstLight Fiber (Flight Bidco Inc.) and Celestica Inc.

In more happenings, MedPlast Holdings Inc. moved up the commitment deadline on its credit facilities, and BMC Software, Asurion LLC, Focus Financial Partners LLC, Beaver-Visitec, Pregis LLC and Kepro (Keystone Peer Review Organization Inc.) revealed price talk with launch.

Also, Clean Harbors Inc., Culligan Holding Inc., AmWINS Group LLC, Oasis Outsourcing Holdings Inc. and Authentic Brands Group LLC (ABG Intermediate Holdings 2 LLC) emerged with new deal plans.

Hfotco firms, frees up

Hfotco set pricing on its $600 million seven-year covenant-light term loan B (Ba3/BB-) at Libor plus 275 basis points, the low end of the Libor plus 275 bps to 300 bps talk, and left the 0% Libor floor, original issue discount of 99.75 and 101 soft call protection for six months unchanged, according to a market source.

Once terms firmed up, the loan began trading and levels were quoted at par bid, par ¼ offered, the source said.

TD Securities and Wells Fargo Securities LLC are leading the deal that will be used to refinance an existing term loan due 2021 and repay revolver drawings.

The company will cancel its existing $75 million revolver due 2019 as part of the refinancing. Going forward, liquidity will be managed at parent company SemGroup Corp., which benefits from a $1 billion revolver.

Hfotco operates a marine terminal located on the Houston Ship Channel that provides crude oil and petroleum products storage services.

Abercrombie tweaked, trades

Abercrombie & Fitch revised pricing on its $253.25 million covenant-light term loan B due Aug. 7, 2021 to Libor plus 350 bps from Libor plus 325 bps, according to a market source.

The term loan still has a 1% Libor floor, a par issue price and 101 soft call protection for six months.

After terms finalized, the loan hit the secondary market and levels were quoted at par 1/8 bid, par 5/8 offered, the source said.

Wells Fargo Securities LLC is the left lead on the deal that will be used to reprice an existing term loan B down from Libor plus 375 bps with a 1% Libor floor.

Abercrombie is a New Albany, Ohio-based specialty retailer of apparel, personal care products and accessories for men, women and kids.

Sound Inpatient breaks

Sound Inpatient Physicians Holdings’ credit facilities began trading too, with the $575 million seven-year first-lien term loan (Ba3/B) quoted at par ¼ bid, par ¾ offered and the $215 million eight-year second-lien term loan (B3/CCC+) quoted at 99¾ bid, a market source said.

Pricing on the first-lien term loan is Libor plus 300 bps with a 25 bps step-down at 0.5 times inside closing date net 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 675 bps with a 0% Libor floor and was issued at discount of 99.5. This tranche has call protection of 102 in year one and 101 in year two.

On Monday, the first-lien term loan was upsized from $545 million, pricing was set at the low end of the Libor plus 300 bps to 325 bps talk, the step-down was added and the discount was tightened from 99.5. Also, pricing on the second-lien term loan was lowered from talk in the range of Libor plus 700 bps to 725 bps and the discount was changed from 99.

Sound getting revolver

In addition to the term loans, Sound Inpatient’s $865 million of credit facilities include a $75 million revolver (Ba3/B).

Goldman Sachs Bank USA, Jefferies LLC, Credit Suisse Securities (USA) LLC and Nomura are leading deal, with Goldman left on the first-lien and Jefferies left on the second-lien.

Proceeds will be used to fund the buyout of the company by Summit Partners and OptumHealth Holdings for about $2.15 billion from Fresenius Medical Care, with the funds from the recent first-lien term loan upsizing reducing the equity contribution.

Closing is expected during the week of June 25.

Sound Inpatient Physicians is a Tacoma, Wash.-based provider of hospital medicine and services across the acute episode of care.

FirstLight hits secondary

FirstLight Fiber’s credit facilities also freed to trade, with the $415 million seven-year first-lien term loan B seen at 99¾ bid, par ¼ offered and the $90 million eight-year second-lien term loan seen at 99½ bid, 101 offered, according to a trader.

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 debt 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 tranche has call protection of 102 in year one and 101 in year two.

During syndication, the first-lien term loan was upsized from $375 million.

The company’s $560 million of credit facilities also include a $55 million five-year revolver.

FirstLight lead banks

UBS Investment Bank, TD Securities (USA) LLC, Jefferies LLC, RBC Capital Markets, Credit Agricole and Natixis are leading FirstLight’s credit facilities.

Proceeds will be used to help fund the buyout of the company by Antin Infrastructure Partners from Oak Hill Capital Partners IV. The funds from the recent term loan upsizing will be used with $21 million of incremental equity and $4 million of cash from the balance sheet to pay for the acquisitioný of Maine Fiber Co.

Closing is expected in the second half of this year, subject to customary conditions, including required regulatory approvals.

FirstLight is an Albany, N.Y.-based fiber-optic bandwidth infrastructure services provider.

Celestica tops OID

Celestica’s $350 million seven-year covenant-light term loan B (Ba1/BB+) broke for trading, with levels quoted at 99 7/8 bid, par 3/8 offered, a trader said.

Pricing on the term loan is Libor plus 200 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.

During syndication, pricing on the term loan was lowered from talk in the range of Libor plus 225 bps to 250 bps.

Bank of America Merrill Lynch and Citigroup Global Markets Inc. are leading the deal that will be used to repay the company’s existing credit facilities.

Celestica is a Toronto-based designer and manufacturer of electronic components.

MedPlast revises timing

Back in the primary market, MedPlast accelerated the commitment deadline on its $795 million of senior secured credit facilities to 5 p.m. ET on Friday from 5 p.m. ET on June 26, a market source remarked.

The facilities consist of a $70 million five-year revolver (B), a $500 million seven-year covenant-light first-lien term loan (B) and a $225 million eight-year covenant-light second-lien term loan (CCC+).

Talk on the first-lien term loan is Libor plus 400 bps to 425 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 800 bps to 825 bps with a 0% Libor floor, a discount of 99 and call protection of 102 in year one and 101 in year two.

RBC Capital Markets LLC, Jefferies LLC, KeyBanc Capital Markets LLC and Citizens Bank are leading the deal that will be used to fund the acquisition of Integer Holdings Corp.’s Advanced Surgical and Orthopedics product lines for $600 million in cash.

Closing is expected in the third quarter, subject to customary conditions, including U.S. and foreign antitrust clearances.

JLL Partners and Water Street Healthcare Partners are the sponsors.

MedPlast is a Tempe, Ariz.-based services provider to the medical device industry.

BMC sets guidance

BMC Software held its New York bank meeting on Tuesday afternoon, and a few hours before the event kicked off, price talk surfaced on its $3,375,000,000 seven-year term loan B and €855 million seven-year term loan B ($1 billion equivalent) , according to a market source. A bank meeting for European investors was held in London on Monday.

The U.S. term loan is talked at Libor plus 350 bps to 375 bps and the euro term loan is talked at Euribor plus 400 bps to 425 bps, the source said. Both loans are talked with a 0% floor, an original issue discount of 99.5 and 101 soft call protection for six months.

BMC’s $4,775,000,000 equivalent of credit facilities (B2/B) also include a $400 million five-year revolver.

Commitments are due at 5 p.m. ET/5 p.m. U.K. time on June 27.

Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, Jefferies LLC, KKR Capital Markets, Macquarie Capital (USA) Inc., Mizuho Bank and Barclays are leading the deal that will be used to help fund the buyout of the company by KKR from a private investor group led by Bain Capital Private Equity and Golden Gate Capital together with GIC, Insight Venture Partners and Elliott Management.

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

BMC is a Houston-based provider of software solutions for the digital enterprise.

Asurion holds call

Asurion hosted its lender call in the afternoon and revealed price talk on its $2.25 billion covenant-light first-lien term B-7 (B+) due November 2024 and $1.5 billion add-on covenant-light second-lien term loan (B-) due Aug. 4, 2025, a market source remarked.

The first-lien term loan is talked at Libor plus 300 bps with a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, and the second-lien term loan is talked at Libor plus 675 bps with a 0% Libor floor, a discount of 99 to 99.5 and hard call protection of 102 in year one and 101 in year two, the source added.

Commitments are due at noon ET on June 27.

Bank of America Merrill Lynch, Morgan Stanley Senior Funding Inc., Goldman Sachs Bank USA, Barclays, Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc. are leading the $3.75 billion in term loans that will be used to fund a share repurchase/return of capital.

Existing first-lien lenders are being offered a 50 bps consent fee and existing second-lien lenders are being offered a 75 bps consent fee.

Asurion is a Nashville-based provider of technology protection services.

Focus Financial talk

Focus Financial Partners announced talk of Libor plus 225 bps with a 0% Libor floor on its $803 million covenant-light term loan B due July 2024 and $150 million delayed-draw for six months covenant-light term loan B that launched with a morning call, according to a market source.

Also, the term loan B is talked with a par issue price and 101 soft call protection for six months, and the delayed-draw term loan is talked with an original issue discount of 99.75 to par and an undrawn fee of half the margin from days 46 to 90 and the full margin thereafter, the source added.

Commitments are due at 5 p.m. ET on June 27.

RBC Capital Markets is the left lead on the $953 million in term loans that will be used to refinance the company’s capital structure.

Stone Point Capital LLC and Kohlberg Kravis Roberts & Co. LP are the sponsors.

Focus Financial is a New York-based partnership of independent, fiduciary wealth-management firms.

Beaver-Visitec repricing

Beaver-Visitec held a lender call to launch a $297.7 million covenant-light term loan B due August 2023 talked at Libor plus 400 bps to 425 bps with a 1% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, according to a market source.

Commitments are due on June 29, the source said.

UBS Investment Bank is leading the deal that will be used to reprice an existing term loan B down from Libor plus 500 bps with a 1% Libor floor.

Beaver-Visitec is a Waltham, Mass.-based developer, manufacturer and marketer of specialized surgical devices for the ophthalmic marketplace.

Pregis floats OID

Pregis launched on its morning call its fungible $90 million incremental term loan (B2) due May 20, 2021 with original issue discount talk of 99.5 to 99.75, a market source said.

The incremental loan is priced at Libor plus 350 bps with a 1% Libor floor, in line with existing term loan pricing.

The incremental first-lien term loan requires a one-time waiver of the incurrence test for pari passu indebtedness in the credit agreement for which existing lenders are being offered a 25 bps consent fee, the source added.

Commitments and consents are due at noon ET on June 26.

Barclays and Goldman Sachs Bank USA leading the deal that will be used with a pre-placed $100 million second-lien term loan to fund the acquisition of FP International and pay related fees and expenses.

Pregis is a Deerfield, Ill.-based protective packaging materials and systems manufacturer.

Kepro launches

Kepro came out with original issue discount talk of 99.5 on its fungible $27.5 million add-on first-lien term loan due May 2024 that launched to existing lenders only on a call on Tuesday, a market source remarked.

Like the existing loan, the add-on loan is priced at Libor plus 525 bps with a 1% Libor floor.

Commitments are due at 5 p.m. ET on June 28.

RBC Capital Markets LLC is leading the deal that will be used to fund an acquisition.

Kepro is a Harrisburg, Pa.-based quality improvement and care management organization.

Clean Harbors on deck

Also in the primary market, Clean Harbors set a lender call for 12:30 p.m. ET on Wednesday to launch a fungible $350 million add-on senior secured first-lien term loan (Ba1), according to a market source.

Goldman Sachs Bank USA, Bank of America Merrill Lynch, J.P. Morgan Securities LLC and SunTrust Robinson Humphrey Inc. are leading the deal that will be used with cash on hand and/or revolver borrowings to fund the tender offer for the company’s $400 million 5¼% senior notes due 2020.

The tender offer will expire on July 17.

Clean Harbors is a Norwell, Mass.-based provider of environmental, energy and industrial services.

Culligan plans loan

Culligan will hold a lender call at 10:30 a.m. ET on Wednesday to launch a $230 million add-on senior secured term loan B, a market source remarked.

The company will also launch an amendment to its existing term loan B, the source added.

Morgan Stanley Senior Funding Inc., Citigroup Global Markets Inc., Goldman Sachs Bank USA, RBC Capital Markets and BMO Capital Markets Corp. are leading the deal that will be used to directly or indirectly finance acquisitions.

Culligan is a Rosemont, Ill.-based provider of water treatment products and services. Zip Industries is an Australian supplier of instant drinking water appliances.

AmWINS joins calendar

AmWINS scheduled a lender call for 11 a.m. ET on Wednesday to launch a fungible $290 million add-on first-lien term loan, a market source said.

Goldman Sachs Bank USA, Barclays, J.P. Morgan Securities LLC, Morgan Stanley Senior Funding Inc. and Wells Fargo Securities LLC are leading the deal that will be used with a $300 million senior unsecured notes offering to repay revolver and second-lien term loan borrowings, and fund a roughly $330 million distribution to shareholders.

AmWINS is a Charlotte, N.C.-based specialty insurance broker.

Oasis coming soon

Oasis Outsourcing will hold a lender call at 10 a.m. ET on Thursday to launch a fungible $87 million add-on first-lien term loan, according to a market source.

RBC Capital Markets, SunTrust Robinson Humphrey Inc., Citizens Bank and KeyBanc Capital Markets are leading the deal that will be used to fund acquisitions.

Oasis Outsourcing, a Stone Point Capital & Kelso & Co. owned company, is a West Palm Beach, Fla.-based provider of comprehensive and cost-effective HR outsourcing services to small- and medium-sized businesses.

Authentic readies deal

Authentic Brands set a lender call for 9:30 a.m. ET on Wednesday to launch $100 million in incremental term loans and is asking for commitments by 5 p.m. ET on the same day, a market source remarked.

The debt consists of a $70 million incremental covenant-light first-lien term loan due Sept. 29, 2024 talked at Libor plus 350 bps with a 1% Libor floor, an original issue discount of 99.5 to 99.75 and 101 soft call protection through Oct. 30, and a $30 million incremental covenant-light second-lien term loan due Sept. 29, 2025 talked at Libor plus 775 bps with a 1% Libor floor, a discount of 99.5 to 99.75 and the same 102, 101 hard call protection as the existing second-lien term loan, the source added.

Bank of America Merrill Lynch, Barclays and KeyBanc Capital Markets are leading the deal that will be used with borrowings under the company’s existing $90 million delayed-draw first-lien term loan and $30 million delayed-draw second-lien term loan to fund the acquisition of Nine West and Bandolino brands, and pay associated fees and expenses.

Authentic Brands is a New York-based acquirer and manager of consumer brands in the fashion, sports and celebrity/entertainment sectors.

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