Consilio + Advanced, Vyaire, Quincy, Authentic Brands break; Hilton, MW, Anvil set changes

By Sara Rosenberg

New York, April 11 – Consilio + Advanced Discovery (GI Revelation Acquisition LLC) shifted some funds between its first-and second-lien term loans, increased pricing on the tranches and sweetened call premiums, widened the original issue discount on the second-lien piece and then broke for trading on Wednesday.

Also, Vyaire Medical Inc. set the original issue discount on its first-lien term loan B at the wide end of revised talk and Quincy Media Inc. increased pricing on its term loan B, and these deals hit the secondary market during the session, and Authentic Brands Group LLC (ABG Intermediate Holdings 2 LLC) freed up as well.

In more happenings, Hilton Worldwide Finance LLC trimmed the size of its term loan B, MW Industries and Anvil International tightened issue prices on their incremental term loans, and LegalShield accelerated the commitment deadline on its credit facilities.

Additionally, ClubCorp Holdings Inc., SunSource (STS Operating Inc.) and ProAmpac released price talk with launch, and Frontera Generation Holdings LLC, Mavenir Systems, Samsonite International SA, Aegis Sciences Corp., USI Inc. and Press Ganey Holdings Inc. joined this week’s primary calendar.

Consilio + Advanced revised

Consilio + Advanced Discovery raised its seven-year first-lien term loan to $425 million from $415 million, lifted pricing to Libor plus 500 basis points from talk in the range of Libor plus 450 bps to 475 bps. eliminated the leverage-based step-down and extended the 101 soft call protection to one year from six months, while leaving the 0% Libor floor and original issue discount of 99.5 unchanged, according to a market source.

Also, the company trimmed its eight-year second-lien term loan to $140 million from $150 million, increased pricing to Libor plus 900 bps from talk in the range of Libor plus 850 bps to 875 bps, modified the discount to 95 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 said. This tranche still has a 0% Libor floor.

Furthermore, the MFN sunset was removed and the threshold level was adjusted to 50 bps from 75 bps.

The company’s $615 million of senior secured credit facilities also include a $50 million five-year revolver (B+).

Consilio + Advanced breaks

Recommitments were due at noon ET on Wednesday for Consilio + Advanced Discovery’s credit facilities and the debt allocated and freed to trade later in the day, with the first-lien term loan quoted at par bid, par ½ offered before moving up to par ¼ bid, 101¼ offered and the second-lien term loan quoted at 95 bid, 96 offered, other sources added.

Jefferies LLC, SunTrust Robinson Humphrey Inc., Goldman Sachs Bank USA and KKR Capital Markets are leading the deal that will be used to fund the acquisitions of Consilio and Advanced Discovery by GI Partners, and combination of the two businesses.

Closing on the Advanced Discovery purchase is expected in late March, and the Consilio acquisition and subsequent merger are expected to close in the second quarter, subject to usual and customary conditions.

Consilio is a provider of eDiscovery, document review and legal consulting services. Advanced Discovery is a provider of eDiscovery and risk management, partnering with law firms and corporations.

Vyaire firms, trades

Vyaire Medical set the original issue discount on its $360 million seven-year covenant-light first-lien term loan B (B2/B-) at 96, the wide end of revised talk of 96 to 97 and wide of initial talk of 99.5, according to a market source.

As before, the term loan is priced at Libor plus 475 bps with a 1% Libor floor and has 101 soft call protection for one year.

Previously in syndication, pricing on the term loan was lifted from talk in the range of Libor plus 425 bps to 450 bps and the call protection was extended from six months.

After terms finalized, the first-lien loan broke for trading and levels were quoted at 96½ bid, 97½ offered, a trader added.

Bank of America Merrill Lynch, RBC Capital Markets, ING, Natixis and Mizuho are leading the deal that will be used with a new $90 million second-lien term loan (Caa2/CCC) to finance Apax’s acquisition of the existing minority shareholder’s stake in the company and to fund contemplated acquisitions.

Vyaire Medical is a Mettawa, Ill.-based pure play medical device company in the respiratory space.

Quincy ups spread, breaks

Quincy Media lifted pricing on its $213.4 million term loan B due Nov. 2, 2022 to Libor plus 300 bps from Libor plus 275 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.

Following the pricing change, the term loan started trading and levels were seen at par ¼ bid, par ¾ offered, the source added.

Wells Fargo Securities LLC is leading the deal that will be used to reprice an existing term loan B down from Libor plus 325 bps with a 1% Libor floor.

Quincy Media is a Quincy, Ill.-based media company.

Authentic Brands frees up

Authentic Brands’ term loan debt emerged in the secondary market too, with the fungible $250 million covenant-light first-lien term loan due Sept. 29, 2024 and fungible $90 million delayed-draw covenant-light first-lien term loan quoted at par 3/8 bid, par 7/8 offered, a trader remarked.

Also, the fungible $55 million covenant-light second-lien term loan due Sept. 29, 2025 and fungible $30 million delayed-draw covenant-light second-lien term loan due Sept. 29, 2025 were quoted at par bid, par ½ offered before moving up to 101 bid, 102 offered, the trader added.

The first-lien term loan debt is priced at Libor plus 350 bps with a 1% Libor floor and was sold at an original issue discount of 99.75. The debt has 101 soft call protection for six months.

Pricing on the second-lien term loan debt is Libor plus 775 bps with a 1% Libor floor and it was issued at a discount of 99.75. This debt has hard call protection of 102 and then 101.

The delayed-draw loans have a ticking fee of half the margin from days 46 to 75 and the full margin thereafter.

Authentic Brands leads

Bank of America Merrill Lynch, Barclays and KeyBanc Capital Markets are leading Authentic Brands’ term loans.

During syndication, the funded second-lien loan was upsized from $50 million, the delayed-draw second-lien loan was upsized from $20 million, and the discount on the first-and second-lien tranches was changed from 99.5.

Proceeds will be used to fund the acquisition of Nautica from VF Corp. and other acquisitions, and to put cash on the balance sheet.

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

Hilton downsizes

Back in the primary market, Hilton Worldwide cut its covenant-light term loan B (Baa3/BBB-) due Oct. 25, 2023 to $3,419,000,000 from $3,919,000,000, and left pricing at Libor plus 175 bps with a 0% Libor floor and a par issue price, a market source said.

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

Allocations are expected on Thursday, the source continued.

Deutsche Bank Securities Inc. and Goldman Sachs Bank USA are leading the deal that will be used to reprice an existing term loan down from Libor plus 200 bps with a 0% Libor floor.

The source explained that the downsizing of the loan is due to plans to paydown $500 million of the term loan B from incremental bond proceeds being raised through a senior notes offering that was upsized to $1.5 billion from $500 million.

Hilton is a McLean, Va.-based hospitality company.

MW tweaks deal

MW Industries modified the issue price on its fungible $75 million add-on first-lien term loan (B) to par from 99.75, according to a market source.

As before, pricing on the add-on term loan and repricing of the company’s existing $384 million first-lien term loan (B) is Libor plus 350 bps with a 0% Libor floor, the repricing is offered at par and all of the term loan debt is getting 101 soft call protection for six months.

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

RBC Capital Markets is leading the deal.

The add-on will be used to fund an acquisition and the repricing will take the existing term loan down from Libor plus 400 bps with a 0% Libor floor.

MW Industries is a Rosemont, Ind.-based designer and manufacturer of springs and other specialty engineered metal components for diverse end markets.

Anvil modifies price

Anvil International tightened the issue price on its $60 million incremental term loan to par from talk in the range of 99.75 to 99.875, according to a market source.

The loan is priced at Libor plus 450 bps with a 1% Libor floor.

J.P. Morgan Securities LLC is leading the deal that will be used to fund an acquisition.

Anvil, a One Equity Partners portfolio company, is an Exeter, N.H.-based manufacturer and supplier of pipe fittings, pipe hangers and piping supports systems.

LegalShield moves deadline

LegalShield accelerated the commitment deadline on its $750 million of senior secured credit facilities to 11 a.m. ET on Friday from noon ET on Tuesday, a market source remarked.

The facilities consist of a $50 million revolver (B1/B), a $550 million seven-year covenant-light first-lien term loan (B1/B) and a $150 million eight-year covenant-light second-lien term loan (Caa1/B-).

Talk on the first-lien term loan is Libor plus 350 bps with a 25 bps step-down 0.5 times inside closing first-lien net leverage, 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 750 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, SunTrust Robinson Humphrey Inc., KKR Capital Markets, Capital One and BMO Capital Markets are leading the deal that will be used to help fund the buyout of the company by Stone Point Capital LLC from MidOcean Partners.

Closing is expected in the second quarter.

LegalShield is an Ada, Okla.-based provider of legal plans and identity theft solutions.

ClubCorp details surface

Also in the primary market, ClubCorp held its lender call in the morning, launching a $1,151,000,000 senior secured covenant-light term loan B (B1/B+) due Sept. 18, 2024 talked at Libor plus 275 bps to 300 bps with a 25 bps step-down at net first-lien leverage of 3.25 times, a 0% Libor floor, a par issue price and 101 soft call protection for six months, according to a market source.

Existing lender commitments are due at 5 p.m. ET on Tuesday and new lender commitments are due at noon ET on April 18, the source said.

Citigroup Global Markets Inc. is leading the deal that will be used to reprice an existing term loan down from Libor plus 325 bps with a 0% Libor floor.

Closing is targeted for April 20.

ClubCorp is a Dallas-based owner and operator of private golf and country clubs and business, sports and alumni clubs.

SunSource guidance

SunSource announced price talk on its $160 million incremental first-lien term loan (B2/B) due Dec. 11, 2024 and $125 million eight-year covenant-light second-lien term loan (Caa1/CCC+) with its afternoon call, a market source said.

Talk on the first-lien loan is Libor plus 375 bps with a 1% Libor floor, an original issue discount of 99.75 and 101 soft call protection through June 11, 2018, and talk on the second-lien loan is Libor plus 775 bps with a 1% Libor floor, a discount of 98.5 and call protection of 102 in year one and 101 in year two, the source added.

Commitments are due on April 25.

Barclays, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Natixis, ING and UBS Investment Bank are leading the deal, with Barclays left on the first-lien loan and Credit Suisse left on the second-lien loan. Barclays is the administrative agent.

The new debt will be used to fund the acquisition of Ryan Herco, a distributor of fluid control systems, fluid filtration systems and fluid handling products, repay ABL borrowings, and pay related fees and expenses.

SunSource, a Clayton, Dubilier & Rice portfolio company, is an Addison, Ill.-based distributor of fluid power and motion control technologies.

ProAmpac reveals talk

ProAmpac came out with original issue discount talk of 99.5 on its fungible $225 million add-on term loan (B3/B) that launched with a call during the session, a market source remarked.

The add-on loan is priced in line with the existing term loan at Libor plus 350 bps with a step-down to Libor plus 325 bps at 4.25 times net first-lien leverage and a 1% Libor floor.

Commitments are due on April 20, the source added.

Antares Capital and RBC Capital Markets are leading the deal that will be used to make two near-term acquisitions.

ProAmpac is a Cincinnati-based flexible packaging manufacturer.

Frontera joins calendar

Frontera Generation scheduled a lender presentation for 10 a.m. ET on Friday to launch $710 million of senior secured credit facilities, a market source said.

The facilities consist of a $35 million revolver and a $675 million term loan B, the source added.

Morgan Stanley Senior Funding Inc. and MUFG are leading the deal that will be used to refinance the existing Lonestar Generation LLC credit facilities.

Frontera is a 526 MW combined cycle gas turbine power generation facility located in Mission, Texas.

Mavenir sets meeting

Mavenir Systems intends to hold a bank meeting at 10 a.m. ET in New York on Friday to launch $610 million of credit facilities, according to a market source.

The facilities consist of a $60 million revolver and a $550 million first-lien term loan B, the source said.

Goldman Sachs Bank USA, J.P. Morgan Securities LLC, RBC Capital Markets and Deutsche Bank Securities Inc. are leading the deal that will be used to refinance existing debt.

Mavenir Systems is a provider of mission-critical network infrastructure software to mobile network operators.

Samsonite coming soon

Samsonite will hold a lender call at 11 a.m. ET on Thursday to launch a $665 million seven-year covenant-light term loan B (BBB-), according to a market source.

Bank of America Merrill Lynch, HSBC Bank USA, Morgan Stanley Senior Funding Inc. and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to refinance an existing term loan B.

Samsonite is a Hong Kong-based manufacturer of bags and luggage.

Aegis readies deal

Aegis Sciences emerged with plans to hold a lender presentation at 11 a.m. ET on Friday to launch $370 million of senior secured credit facilities, a market source remarked.

The facilities consist of a $50 million revolver and a $320 million first-lien term loan, the source added.

Morgan Stanley Senior Funding Inc. is leading the deal that will be used to refinance existing debt.

Aegis Sciences is a Nashville, Tenn.-based laboratory sciences company.

USI plans incremental

USI scheduled a lender call for 11 a.m. ET on Thursday to launch a fungible $200 million incremental covenant-light term loan B due May 16, 2024, a market source said.

Bank of America Merrill Lynch, KKR Capital Markets, Macquarie Capital (USA) Inc. and Morgan Stanley Senior Funding Inc. are leading the deal that will be used to fund the acquisition of Key Insurance & Benefits Services Inc. and for general corporate purposes.

USI is a Valhalla, N.Y.-based insurance brokerage and consulting firm.

Press Ganey on deck

Press Ganey set a lender call for 11 a.m. ET on Thursday to launch a $90 million incremental first-lien term loan (B2) due October 2023, according to a market source.

Pricing on the incremental term loan is Libor plus 300 bps with a 1% Libor floor, and the debt has 101 soft call protection through April 24, 2018, which matches the call protection on the existing first-lien loan, the source said.

Commitments are due at 5 p.m. ET on April 18.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to repay revolver borrowings and second-lien debt.

Press Ganey is a Wakefield, Mass.-based provider of patient experience measurement, performance analytics and strategic advisory solutions for health care organizations.

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