Culligan, Dhanani, Edward Don break; AOC, Focus, Asurion, Screenvision, Nielsen updated

By Sara Rosenberg

New York, June 27 – Culligan Holding Inc. revised the original issue discount on its add-on term loan B-1 before hitting the secondary market, and deals from Dhanani Group Inc. and Edward Don & Co. LLC freed up too.

In other news, AOC/Aliancys (Composite Resins Holding BV) increased the size of its term loan and modified the pricing, original issue discount talk and call premium, Focus Financial Partners LLC raised pricing on its term loan B, and Asurion LLC tightened the spread and issue price on its add-on second-lien term loan.

Also, Screenvision LLC widened the spread and original issue discount on its term loan while also sweetening the call protection, and Nielsen Finance LLC set the issue price on its add-on term loan debt at the tight side of guidance and finalized U.S. dollar and euro tranche sizes.

Culligan tweaked, trades

Culligan changed the original issue discount on its $230 million add-on senior secured covenant-light term loan B-1 due Dec. 13, 2023 to 99 from 99.5, a market source said.

The add-on term loan B-1 is priced at Libor plus 325 basis points with a 25 bps step-down at 4 times first-lien leverage and a 1% Libor floor, and has 101 soft call protection for six months.

After terms finalized, the add-on loan freed to trade and levels were quoted at 99¼ bid, 99¾ offered, a trader 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.

Existing lenders are getting a 20 bps amendment fee.

Closing is expected during the week of July 9.

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

Dhanani frees up

Dhanani Group’s $420 million seven-year covenant-light term loan B (B2/B) emerged in the secondary market too, with levels quoted at 99¼ bid, par offered, according to a market source.

Pricing on the term loan is Libor plus 375 bps with a 0% Libor floor and it was sold at an original issue discount of 99. The debt has 101 soft call protection for one year.

On Monday, pricing on the term loan was increased from Libor plus 325 bps and the discount widened from 99.5, and on Tuesday the call protection was extended from six months.

Wells Fargo Securities LLC is the left lead on the deal that will be used to refinance existing debt, to partially fund the consideration related to proposed tuck-in acquisitions and for general corporate purposes.

Dhanani is a Burger King, Popeyes and La Madeleine franchisee.

Edward Don tops OID

Edward Don’s $210 million seven-year covenant-light term loan B (B3/B) also began trading, with levels quoted at par bid, par ¾ offered, a market source remarked.

Pricing on the term loan is Libor plus 425 bps with a 1% Libor floor and it was sold at an original issue discount of 99.5. The debt has 101 soft call protection for six months.

During syndication, the spread on the loan finalized at the high end of the Libor plus 400 bps to 425 bps talk.

Wells Fargo Securities LLC is the left lead on the deal that will be used to pay down existing ABL borrowings, refinance an existing term loan and pay related fees and expenses.

Vestar Capital Partners Inc. is the sponsor.

Edward Don is a Woodridge, Ill.-based distributor of foodservice equipment and supplies.

AOC reworks deal

Back in the primary market, AOC/Aliancys raised its seven-year senior secured covenant-light term loan B to $510 million from $500 million, lifted pricing to Libor plus 425 bps from talk in the range of Libor plus 375 bps to 400 bps, removed the 25 bps pricing step-down at 3 times net leverage, revised the original issue discount talk to a range of 98 to 98.5 from just 99.5 and extended the 101 soft call protection to one year from six months, according to a market source.

Furthermore, the MFN was changed to 50 bps for life with no carve-out from 75 bps with a 12-month sunset, and the excess cash flow sweep was modified to 75% with step-downs to 50%, 25% and 0% at 3 times, 2 times and 1.5 times first-lien net leverage from 50% with leverage-based step-downs to 0%.

The company also made changes to the incremental, asset sale, restricted payments/permitted investment and the EBITDA definition.

As before, the term loan has a 1% Libor floor.

Commitments are due at noon ET on Thursday and allocations are expected thereafter, the source added.

AOC being acquired

Proceeds from the term loan will be used to fund the acquisition of AOC LLC by CVC Capital Partners and the merger of AOC with a portion of the Aliancys company, and to refinance existing debt.

Citigroup Global Markets Inc., Barclays, Deutsche Bank Securities Inc., Rabobank and Jefferies LLC are leading the deal.

Closing is anticipated in July, subject to customary regulatory approvals.

AOC is a Collierville, Tenn.-based producer of resin chemistries for composites and cast polymer applications. Aliancys, a CVC portfolio company and joint venture with Royal DSM, is a Schaffhausen, Switzerland-based manufacturer of quality resins.

Focus lifts spread

Focus Financial Partners widened pricing on its $803 million covenant-light term loan B due July 2024 to Libor plus 250 bps from Libor plus 225 bps and posted a slightly revised version of the amendment that allows for cashless roll into the loan, according to a market source.

The term loan still has a 0% Libor floor, a par issue price and 101 soft call protection for six months.

Previously in syndication, the company cancelled plans for a $150 million delayed-draw for six months covenant-light term loan B and increased its revolving credit facility size to $650 million from $500 million.

Talk on the delayed-draw term loan was Libor plus 225 bps with a 0% Libor floor, 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.

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

RBC Capital Markets is the left lead on the deal 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.

Asurion revised

Asurion trimmed pricing on its $1.5 billion add-on covenant-light second-lien term loan (B-) due Aug. 4, 2025 to Libor plus 650 bps from Libor plus 675 bps and moved the original issue discount to 99.75 from talk in the range of 99 to 99.5, while leaving the 0% Libor floor and hard call protection of 102 in year one and 101 in year two intact, a market source said.

No changes were made to the company’s $2.25 billion covenant-light first-lien term B-7 (B+) due November 2024 that is priced at Libor plus 300 bps with a 0% Libor floor and an original issue discount of 99.5, and has 101 soft call protection for six months.

Recommitments are due at 10 a.m. ET on Thursday, the source added.

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

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

Screenvision changes emerge

Screenvision increased pricing on its $175 million seven-year covenant-light first-lien term loan (B1/B) to Libor plus 475 bps from talk in the Libor plus 400 bps area, modified the original issue discount to 99 from 99.5 and extended the 101 soft call protection to one year from six months, according to a market source.

The term loan still has a 0% Libor floor.

Recommitments were due at 5 p.m. ET on Wednesday and allocations are targeted for Thursday, the source said.

Deutsche Bank Securities Inc. is leading the deal that will be used to help fund the acquisition of a controlling stake in the company by Abry Partners. The company’s existing owners, Shamrock Capital and AMC Entertainment, will maintain minority stakes.

Closing is expected this summer.

Screenvision is a New York-based provider of cinema advertising, on-screen advertising, in-lobby promotions and integrated marketing programs.

Nielsen updated

Nielsen Finance finalized the issue price on its fungible roughly $270 million equivalent U.S. and euro add-on term loan (Ba1) due 2023 at par, the tight end of the 99.75 to par talk, and set the breakdown as a $75 million tranche and a €171 million tranche, a market source remarked.

The U.S. tranche is priced at Libor plus 200 bps with a 0% Libor floor, and the euro piece is priced at Euribor plus 250 bps with a 0% floor.

The company is also extending the maturity of its existing euro term loan to October 2023 from 2021.

J.P. Morgan Securities LLC is leading the add-on that will be used to repay a portion of the company’s existing term loan A.

Nielsen Finance is a New York- and Netherlands-based provider of information and insights into what consumers watch and buy.

Electrical Components closes

In other news, the buyout of Electrical Components International Inc. by Cerberus Capital Management LP from KPS Capital Partners LP has been completed, according to a news release.

To help fund the transaction, Electrical Components got $798 million of credit facilities consisting of a $100 million five-year revolver, a $583 million seven-year first-lien term loan and a $115 million eight-year second-lien term loan.

Pricing on the first-lien term loan is Libor plus 425 bps with a 0% Libor floor and it was sold at an original issue discount of 99. The loan has 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 850 bps with a 0% Libor floor and was issued at a discount of 94. This tranche has hard call protection of 103 in year one, 102 in year two and 101 in year three.

Electrical Components leads

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

During syndication, the first-lien term loan was upsized from $570 million, pricing was lifted from talk in the range of Libor plus 375 bps to 400 bps and the discount was changed from 99.5. Also, the second-lien term loan was downsized from $125 million, pricing was increased from talk in the range of Libor plus 775 bps to 800 bps, the discount widened from revised talk of 96 and initial talk of 99, and the hard call protection was revised from 102 in year one and 101 in year two.

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.

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