Exela breaks; Electrical Components, DMT, Ryman changes emerge; Novolex accelerated

By Sara Rosenberg

New York, June 20 – Exela Intermediate LLC increased the size of its term loan B and then the debt made its way into the secondary market on Wednesday with levels quoted well above its issue price.

In more happenings, Electrical Components International Inc. revised sizes, pricing and original issue discounts on its first-and second-lien term loans, and DMT Solutions Global Corp. downsized its term loan, widened the spread and issue price, sweetened the call protection and made a number of documentation changes.

Also, Ryman Hospitality Properties Inc. (RHP Hotel Properties LP) removed the pricing step-down from its term loan, and Novolex (Flex Acquisition Co. Inc.) moved up the commitment deadline on its incremental term loan.

Culligan Holding Inc., AmWINS Group LLC and Clean Harbors Inc. released price talk with launch, and Evoqua Water Technologies (EWT Holding III Corp.) and BWAY Holding Co. joined this week’s primary calendar.

Exela upsizes, trades

Exela lifted its term loan B to $376 million from $346 million and left pricing at Libor plus 650 basis points with a 1% Libor floor and a par issue price, according to a market source.

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

Recommitments were due at noon ET on Wednesday and by late afternoon the loan began trading, with levels quoted at par ¾ bid, 101¼ offered, a trader added.

RBC Capital Markets is the left lead on the deal that will be used to reprice an existing term loan down from Libor plus 750 bps with a 1% Libor floor, and because of the upsizing, for general corporate purposes.

Exela in an Irving, Texas-based business process automation company.

Electrical Components revised

Electrical Components raised its seven-year first-lien term loan to $583 million from $570 million, widened pricing to Libor plus 425 bps from talk in the range of Libor plus 375 bps to 400 bps and changed the original issue discount to 99 from 99.5, while leaving the 0% Libor floor and 101 soft call protection for six months intact, a market source remarked.

Additionally, the company trimmed its eight-year second-lien term loan to $115 million from $125 million, increased pricing to Libor plus 850 bps from talk in the range of Libor plus 775 bps to 800 bps, modified the discount to 96 from 99, and changed the hard call protection to 103 in year one, 102 in year two and 101 in year three from 102 in year one and 101 in year two, the source continued. This tranche still has a 0% Libor floor.

The company’s now $798 million of credit facilities also include a $100 million five-year revolver.

Final commitments were due at 5 p.m. ET on Wednesday.

Electrical Components leads

Barclays, Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, RBC Capital Markets, Bank of America Merrill Lynch and Jefferies LLC are leading Electrical Components’ credit facilities.

The new debt will be used to help fund the buyout of the company by Cerberus Capital Management LP from KPS Capital Partners LP, and the $3 million in extra funds raised from the first-lien term loan upsizing will be used to cover the wider original issue discounts, the source added.

Closing on the buyout is subject to customary conditions.

Electrical Components is a St. Louis-based manufacturer of wire harnesses, control boxes and value-added assembly services for consumer appliance and specialty-industrial applications.

DMT reworked

DMT Solutions cut its term loan to $250 million from $260 million, raised pricing to Libor plus 700 bps from talk in the range of Libor plus 575 bps to 600 bps, moved the original issue discount to 97 from 99, changed the call protection to a hard call of 102 in year one and 101 in year two from a 101 soft call for one year, and shortened the maturity to six years from seven years, a market source said. The loan still has a 0% Libor floor.

Furthermore, amortization on the term loan was revised to 5% per year from 1% per year, the MFN was changed to 50 bps for life on all pari debt with no carve-outs from 75 bps for six months, the excess cash flow sweep was increased to 75%, stepping down at 0.5 times, 1 times and 1.5 times below closing leverage from 50%, stepping down at 0.5 times and 1 times below closing leverage, the asset sale step-downs were removed, and the management fee was lowered to $3 million per year from $5 million per year.

Also, the incremental was changed to the greater of $45 million and 0.75 times LTM EBITDA, with unlimited secured debt subject to 0.5 times below closing leverage and unlimited junior debt subject to 0.5 times above closing leverage, from the greater of $60 million and 1 times LTM EBITDA, with unlimited secured debt subject to closing leverage and unlimited junior debt subject to 1 times above closing leverage.

And, the general restricted payment basket was cut to $5 million from $30 million, the available amount basket was modified to $25 million, with the use of starter and grower now subject to 0.5 times below closing total leverage, from $15 million, and the junior debt repayment basket was lowered to $10 million from $30 million.

DMT being acquired

Proceeds from DMT’s term loans will be used with $110 million in equity, increased from $104 million with the term loan downsizing, to fund the buyout of the company by Platinum Equity from Pitney Bowes Inc. for $361 million.

Deutsche Bank Securities Inc., Bank of America Merrill Lynch, Goldman Sachs Bank USA and KeyBanc Capital Markets are leading the debt.

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

Total leverage is 4.2 times, down from 4.4 times under the original structure.

Closing is expected in the second quarter or early in the third quarter, subject to customary conditions.

DMT is a provider of global enterprise solutions for mail inserting, parcel sorting and printing equipment and services.

Ryman eliminates step

Ryman Hospitality Properties removed the step-down to Libor plus 175 bps when the corporate family rating is Ba3/BB- from its $495 million covenant-light term loan B (Ba3/BB) due May 11, 2024, according to a market source.

Pricing on the term loan remained at Libor plus 200 bps with a 0% Libor floor and a par issue price, and the debt still has 101 soft call protection for six months.

Deutsche Bank Securities Inc. is the left lead on the deal that will be used to reprice an existing term loan B down from Libor plus 225 bps with a 0% Libor floor.

Allocations are expected later this week once signatures are reconciled, the source added.

Ryman is a Nashville-based real estate investment trust specializing in group-oriented, destination hotel assets in urban and resort markets.

Novolex tweaks deadline

Novolex accelerated the commitment deadline on its $1.3 billion seven-year incremental first-lien term loan (B1/B) to 5 p.m. ET on Thursday from Tuesday, a market source said.

Talk on the term loan is Libor plus 325 bps with a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months.

Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, Deutsche Bank Securities Inc., Jefferies LLC, Goldman Sachs Bank USA, Citigroup Global Markets Inc. and Morgan Stanley Senior Funding Inc. are leading the deal that will be used to fund the acquisition of the Waddington Group from Newell Brands Inc.

Novolex, a Carlyle portfolio company, is a Hartsville, S.C.-based packaging company that serves the retail, grocery, food service, hospitality, institutional and industrial markets. Waddington is a Covington, Ky.-based manufacturer and marketer of packaging and disposables serving the foodservice, bakery, deli, produce and confectionery markets.

Culligan floats talk

Also in the primary market, Culligan Holding held its lender call on Wednesday, launching its $230 million add-on senior secured covenant-light term loan B-1 due Dec. 13, 2023 at talk of Libor plus 325 bps with a 25 bps step-down at 4 times first-lien leverage, a 1% Libor floor and an original issue discount of 99.5, according to a market source.

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.

The company is also seeking an amendment to its existing term loan and offering lenders a 20 bps amendment fee.

Commitments/consents are due at noon ET on June 27, the source said.

Culligan is a Rosemont, Ill.-based provider of water treatment products and services.

AmWINS releases guidance

AmWINS came out with original issue discount talk of 99.25 to 99.5 on its fungible $290 million add-on first-lien term loan (B1/B+) due Jan. 25, 2024 that launched with a morning call, a market source said.

The add-on term loan is priced at Libor plus 275 bps with a 1% Libor floor, in line with the existing term loan, and has 101 soft call protection for six months.

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 refinance the company’s drawn revolver balance, repay its second-lien term loan and pay a roughly $330 million distribution to shareholders.

With the add-on, the company is seeking an amendment to its credit agreement to allow for the repayment of second-lien term loan borrowings with unsecured debt.

Commitments and amendment consents are due at 5 p.m. ET on June 27, the source added.

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

Clean Harbors launches

Clean Harbors held its call in the afternoon and announced original issue discount talk in the 99.5 area on its fungible $350 million add-on senior secured first-lien term loan (Ba1) due June 2024, according to a market source.

The add-on term loan is priced at Libor plus 175 bps with a 0% Libor floor, in line with the existing term loan, and has 101 soft call protection for six months.

Commitments are due on June 28, the source said.

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 $400 million of the company’s 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.

Evoqua readies loan

Evoqua Water Technologies set a lender call for 10 a.m. ET on Thursday to launch a $150 million incremental first-lien term loan due December 2024 talked at Libor plus 300 bps with a 1% Libor floor and an original issue discount of 99.75, according to a market source.

Commitments are due at noon ET on June 28, the source said.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to fund the acquisition of ProAct Services Corp., a provider of on-site treatment services of contaminated water, from Hammond, Kennedy, Whitney & Co. Inc. and members of management for $132 million, to replenish the internally funded purchases of two recent acquisitions and for general corporate purposes.

Pro forma net leverage is expected to be about 3.6 times following the transaction and financing.

Evoqua is a Warrendale, Pa.-based provider of equipment and services for water treatment.

BWAY on deck

BWAY Holding emerged with plans to hold a lender call at 11:30 a.m. ET on Thursday to launch a $400 million incremental covenant-light term loan B due April 3, 2024, a market source remarked.

Bank of America Merrill Lynch, Goldman Sachs Bank USA, BMO Capital Markets and Citigroup Global Markets Inc. are leading the deal that will be used to help fund the acquisition of Industrial Container Services from Centerbridge Partners LP in a cash and stock transaction that has an enterprise value of about $1 billion.

Closing is subject to customary conditions, including regulatory approvals.

BWAY is an Atlanta-based manufacturer of rigid metal and plastic containers. Industrial Container is a Maitland, Fla.-based provider of container solutions, container services, and container management systems.

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