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Published on 9/6/2018 in the Prospect News Bank Loan Daily.

SS&C up with Intralinks purchase details; Correct Care, Cohu, U.S. Lumber and more set talk

By Sara Rosenberg

New York, Sept. 6 – SS&C Technologies Holdings Inc. term loans moved higher in the secondary market on Thursday as official details regarding its acquisition of Intralinks Holdings Inc. were revealed.

Moving to the primary market, Correct Care Solutions (CCS-CMGC Holdings Inc.), Cohu Inc., U.S. Lumber Group LLC, EIF Van Hook Equity Holdings, Hillman Group Inc., KinderCare (Kuehg Corp.) and Navicure disclosed price talk on their loan transactions with launch.

In addition, Altra Industrial Motion Corp., Valet Living, Flexera Software LLC, Traverse Midstream Partners LLC and Alterra Mountain Co. joined the near-term primary calendar.

SS&C inches up

SS&C Technologies’ term loans were a little stronger in trading on Thursday after the company put out a news release announcing its proposed purchase of Intralinks from Siris Capital Group, according to a market source.

The B-1, B-3, B-4 and tack-on B-5 term loans were all quoted at 99¾ bid, par offered, the source said. On Wednesday, the B-1 went out at 99½ bid, par offered, and the B-3, B-4 and tack-on B-5 ended the day at 99 5/8 bid, 99 7/8 offered.

“There were rumors yesterday of a $2 billion purchase price. So pre-news, all together they were trading at par. Traded down lower on the rumor yesterday then traded up a bit [Thursday] when the actual facts were released,” the source added.

Under the purchase agreement, Intralinks is being bought for $1.5 billion, split between $1 billion in cash and $500 million in SS&C stock.

SS&C has received a commitment for $1 billion in financing from Deutsche Bank, Citigroup, RBC Capital Markets and Credit Suisse to help fund the transaction.

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

SS&C is a Windsor, Conn.-based provider of investment and financial software-enabled services and software for the financial services and health care industries. Intralinks is a New York-based financial technology provider for the banking, deal making and capital markets communities.

Correct Care guidance

Switching to the primary market, Correct Care held its bank meeting on Thursday morning and, shortly before the event began, price talk on the $500 million seven-year covenant-light first-lien term loan (B2/B-) and $110 million eight-year covenant-light second-lien term loan (Caa2/CCC) surfaced, according to a market source.

Talk on the first-lien term loan is Libor plus 550 basis points with a 0% Libor floor and an original issue discount of 99, and talk on the second-lien term loan is Libor plus 900 bps with a 0% Libor floor and a discount of 98, the source said.

As previously reported, the first-lien term loan has 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 company’s $675 million of credit facilities also include a $65 million revolver (B2/B-).

Commitments are due at 5 p.m. ET on Sept. 20.

Credit Suisse Securities (USA) LLC, Jefferies LLC, Ares and Cantor Fitzgerald are leading the deal that will be used to fund HIG Capital’s acquisition of CCS and CMGC.

Correct Care is a provider of outsourced healthcare and behavioral solutions to local detention facilities, federal and state prisons, and behavioral healthcare facilities.

Cohu reveals talk

Cohu announced talk of Libor plus 275 bps to 300 bps with a 0% Libor floor and an original issue discount of 99.5 on its $350 million seven-year covenant-light senior secured term loan B (B1/BB-) that launched with a morning bank meeting, a market source remarked.

Commitments are due at noon ET on Sept. 20, the source added.

Deutsche Bank Securities Inc. is leading the deal that will be used with cash on hand to fund the acquisition of Xcerra Corp. for $9.00 in cash and 0.2109 of a share of Cohu common stock. The transaction values Xcerra at about $796 million in equity value, with a total enterprise value of around $627 million, after excluding Xcerra’s cash and marketable securities net of the debt on its balance sheet as of Jan. 31, 2018.

Secured leverage will be 2.7 times and net debt will be 1.7 times.

Closing is expected by Oct. 15, subject to approval by both companies’ shareholders, antitrust regulatory approvals and other customary conditions.

Cohu is a Poway, Calif.-based supplier of semiconductor test and inspection handlers, micro-electro mechanical system test modules, test contactors and thermal sub-systems. Xcerra is a Norwood, Mass.-based parent company of four brands in the semiconductor and PCB test industries.

U.S. Lumber launches

U.S. Lumber Group held its bank meeting in the morning, launching its $500 million seven-year covenant-light term loan (B3/B) at talk of Libor plus 525 bps to 550 bps with a 0% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, according to a market source.

The company’s $600 million of credit facilities also include a $100 million five-year ABL revolver.

Commitments are due on Sept. 20, the source added.

SunTrust Robinson Humphrey Inc. is leading the deal that will be used to fund the acquisition of Alexandria Moulding, an Alexandria, Ont.-based provider of mouldings and millwork to the residential and commercial markets, and to refinance existing debt.

Closing is expected in October, subject to customary conditions.

U.S. Lumber, a Madison Dearborn Partners portfolio company, is an Atlanta-based two-step distributor of specialty building products.

EIF proposed terms

EIF Van Hook launched at its bank meeting its $400 million seven-year first-lien term loan B (B3/B+) at talk of Libor plus 475 bps to 500 bps with a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, according to a market source.

The company’s $425 million of credit facilities also include a $25 million five-year super-priority revolver.

Commitments are due on Sept. 20, the source said.

Macquarie Capital (USA) Inc. is leading the deal that will be used to support the recently completed acquisition of Paradigm Energy Partners from an affiliate of Stonepeak Infrastructure Partners, and the combination of the Paradigm assets with Ares EIF Group’s adjacent Van Hook Gathering System.

EIF Van Hook is a regional midstream platform serving the core of the Williston Basin in North Dakota, with additional reach into the prolific Eagle Ford Shale in South Texas. The combined entity will be known as Paradigm.

Hillman floats OID

Hillman Group came out in the morning with original issue discount talk of 99 on its $365 million incremental term loan B (B-) due May 31, 2025 that launched with an afternoon call, a market source said.

Like the existing term loan, the incremental loan is priced at Libor plus 350 bps with a 0% Libor floor, and the debt is getting 101 soft call protection for six months.

Commitments are due on Sept. 13, the source added.

Jefferies LLC is leading the deal that will be used to fund the acquisition of Big Time Products, a provider of personal protection and work gear products.

Closing is subject to customary conditions and regulatory approvals.

Hillman is a Cincinnati-based distributor of fasteners, keys, engravable tags, letters, numbers, signs and other hardware-related items.

KinderCare holds call

KinderCare emerged in the morning with plans to host a lender call at 1 p.m. ET on Thursday to launch a $205 million incremental first-lien term loan due February 2025 and an extension of its existing $972 million first-lien term loan to February 2025 from August 2022, a market source remarked.

Talk on the term loan debt is Libor plus 375 bps with a 1% Libor floor, which matches current pricing on the existing term loan, and 101 soft call protection for six months. The incremental loan is talked with an original issue discount of 99.5, and the extended term loan is offered at par with a 25 bps amendment fee to existing extending/consenting lenders, the source continued.

Commitments are due at 5 p.m. ET on Sept. 13.

Credit Suisse Securities (USA) LLC and Barclays are leading the deal.

The incremental term loan will be used to support the recently completed acquisition of Rainbow Child Care Center, a troy, Mich.-based child care provider.

KinderCare is a Portland, Ore.-based provider of early childhood care and education services.

Navicure sets guidance

Navicure launched on its afternoon call its fungible $108 million incremental first-lien term loan (B) due Nov. 1, 2024 at talk of Libor plus 375 bps with a 1% Libor floor and an original issue discount of 99.5, according to a market source.

Commitments are due on Sept. 13, the source said.

Antares Capital is leading the deal that will be used to fund an acquisition.

Navicure, a portfolio company of Bain Capital, is a Duluth, Ga.-based provider of SaaS-based revenue cycle management services.

Altra timing emerges

Also in the primary market, Altra Industrial Motion scheduled a bank meeting for 9:30 a.m. ET in New York on Tuesday to launch its previously announced $1.34 billion first-lien term loan, a market source remarked.

Based on the commitment letter, the company is also expected to get a $300 million revolver.

Goldman Sachs Bank USA, Wells Fargo Securities LLC and J.P. Morgan Securities LLC are leading the deal (BB-) that will be used with cash on hand to fund the combination of Altra with four operating companies from Fortive’s Automation and Specialty platform.

Total consideration to Fortive and its shareholders is about $3 billion, including $1.4 billion of cash proceeds and debt reduction for Fortive and $1.6 billion in newly issued Altra common stock to Fortive’s shareholders.

Closing is expected by the end of the year, subject to customary conditions, including the approval of Altra shareholders, IRS tax ruling and applicable tax opinions, and regulatory approvals.

Altra is a Braintree, Mass.-based designer, producer and marketer of a wide range of electromechanical power transmission and motion-control products.

Valet Living on deck

Valet Living set a bank meeting in New York for Tuesday to launch $275 million of credit facilities, a market source said.

The facilities consist of a $30 million five-year revolver and a $245 million seven-year covenant-light term loan, the source added.

Antares Capital and Citizens Bank are leading the deal that will be used primarily to refinance existing debt.

Valet Living is a Tampa, Fla.-based provider of amenity services to the multi-family housing industry.

Flexera readies loan

Flexera Software will hold a lender call on Wednesday to launch an $85 million add-on term loan, according to a market source.

Jefferies LLC is leading the deal.

Flexera is an Itasca, Ill.-based provider of software and services that enable software publishers and device makers to install, enforce and deploy software licenses.

Traverse coming soon

Traverse Midstream Partners set a lender call for Friday to launch a fungible $150 million incremental first-lien term loan due 2024 talked at Libor plus 400 bps with a 1% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, a market source said.

Commitments are due on Sept. 14, the source added.

J.P. Morgan Securities LLC is leading the deal that will be used to support the Rover Pipeline.

Existing lenders are being offered a 25 bps amendment fee.

Traverse is an Edmond, Okla.-based midstream company that owns a 35% joint venture interest in Rover Pipeline and a 25% joint venture interest in Ohio River System.

Alterra joins calendar

Alterra Mountain plans to hold a lender call on Friday to launch a fungible $50 million add-on term loan due 2024 talked at Libor plus 300 bps with a 0% Libor floor and an original issue discount of 99.875 to par, according to a market source.

Commitments are due on Sept. 12, the source said.

J.P. Morgan Securities LLC is leading the deal that will be used to help fund the acquisition of Crystal Mountain Resort in Washington.

Closing is expected in the fourth quarter, subject to certain conditions, including regulatory approvals.

Alterra is a Denver-based mountain resort and adventure company.

Boyd closes

In other news, the buyout of Boyd Corp. by Goldman Sachs Merchant Banking from Genstar Capital has been completed, according to a news release.

To help fund the transaction, Boyd got a $1.3 billion seven-year covenant-light first-lien term loan (B-) and a $315 million eight-year covenant-light second-lien term loan (CCC+).

Pricing on the first-lien term loan is Libor plus 350 bps with a 25 bps step-down upon an IPO and a 25 bps step-down at 0.5 times inside opening first-lien net leverage and a 0% Libor floor. The debt was sold at an original issue discount of 99.5 and has 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 675 bps with a 25 bps step-down upon completion of an initial public offering and a 0% Libor floor. The loan was issued at par and has call protection of 102 in year one and 101 in year two.

Boyd lead banks

Goldman Sachs Bank USA, J.P. Morgan Securities LLC, RBC Capital Markets, Barclays, Citigroup Global Markets Inc., UBS Investment Bank, KeyBanc Capital Markets, Societe Generale and ING Capital led Boyd’s $1,615,000,000 of term loans, with Goldman the left lead on the first-lien loan and JPMorgan the left lead on the second-lien loan. RBC is the administrative agent.

During syndication, the first-lien term loan was upsized from $1.2 billion and pricing was cut from Libor plus 375 bps. Also, the second-lien term loan was downsized from $415 million, pricing was lowered from revised talk of Libor plus 700 bps and initial talk in the range of Libor plus 750 bps to 775 bps and the discount was tightened from revised talk of 99.5 and initial talk of 99. And, ticking fees on the term loans were modified.

Boyd is a Pleasanton, Calif.-based provider of highly engineered thermal management and environmental sealing solutions.


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