Syneos breaks; Worldpay revised again; Rocket, Simon & Schuster, Fleetpride set talk

By Sara Rosenberg

New York, Sept. 19 – Syneos Health Inc. once again increased the size of its term loan B and tightened the spread and original issue discount, and then the debt made its way into the secondary market on Tuesday.

In more happenings, Worldpay trimmed pricing on its U.S. first-lien term loan B and removed the leverage-based step-down, Rocket Software Inc., Simon & Schuster (Century DE Buyer LLC) and Fleetpride released price talk with launch, and Spring Education Group came out with the floor and commitment deadline for its term loan B.

Furthermore, ArcLight NGPL Holdings LLC (AL NGPL Holdings LLC), RealTruck Group Inc. and Interstate Waste Services Inc. joined this week’s new issue calendar.

Syneos reworked again

Syneos Health lifted its seven-year term loan B (B1/B/BB) to $2.7 billion from a revised amount of $2.5 billion and an initial size of $2 billion, and reduced pricing to SOFR plus 400 basis points from revised talk of SOFR plus 425 bps and initial talk of SOFR plus 450 bps, according to a market source.

Additionally, the 25 bps leverage-based pricing step-down now occurs at 3.9x first-lien net leverage, changed from 4.2x first-lien net leverage, and the original issue discount was adjusted to 98.5 from revised talk of 98 and initial talk of 97, the source said.

Ad before, the term loan has a 25 bps step-down upon an initial public offering, a 0% floor and 101 soft call protection for six months.

Earlier in syndication, the step-downs were added to the term loan and some revisions were made to documentation.

The company’s now $3.2 billion of credit facilities also include a $500 million revolver.

Syneos hits secondary

Recommitments for Syneos’ term loan B were due at 10 a.m. ET on Tuesday and the debt freed to trade in the afternoon, with levels quoted at 98¾ bid, 99½ offered before moving to 99 bid, 99½ offered, a trader added.

Goldman Sachs Bank USA, UBS Investment Bank, RBC Capital Markets LLC, BMO Capital Markets Corp., HSBC Securities (USA) Inc., Wells Fargo Securities LLC, Citigroup Global Markets Inc., Jefferies LLC, Macquarie Capital (USA) Inc., Natixis, Truist Securities Inc., Citizens Bank, MUFG, SMBC, Capital One and Societe Generale are leading the deal.

The credit facilities will be used with $1 billion of senior secured notes to help fund the buyout of the company by Elliott Investment Management, Patient Square Capital and Veritas Capital for $43 per share in cash in a transaction valued at about $7.1 billion, including outstanding debt, and to pay related fees and expenses.

The notes were downsized from a revised amount of $1.2 billion and an initial size of $1.7 billion with the term loan upsizings.

Closing is expected on Sept. 28, subject to Syneos shareholder and regulatory approvals.

Syneos is a Morrisville, N.C.-based contract research organizations and contract commercial organization.

Worldpay flexed

Worldpay cut pricing on its $5 billion seven-year first-lien term loan B to SOFR plus 300 bps from revised talk of SOFR plus 325 bps and initial talk in the range of SOFR plus 350 bps to 375 bps, and removed a 25 bps step-down at 4x first-lien net leverage, a market source remarked.

The U.S. term loan still has a 0.5% floor and an original issue discount of 99.5.

The company’s €500 million seven-year first-lien term loan B remained priced at Euribor plus 325 bps with a 0% floor and a discount of 99.5.

As before, both term loans (Ba3/BB) have 101 soft call protection for six months, and ticking fees of half the spread from days 46 to 90 and the full spread thereafter.

Previously in syndication, the U.S. term loan was upsized from $3.4 billion and the discount was changed from 99. Also, the euro term loan was downsized from $1 billion euro equivalent, pricing was lowered from talk in the range of Euribor plus 350 bps to 375 bps and the discount was modified from 98.5.

Commitments for the U.S. term loan were due at 5 p.m. ET on Tuesday and commitments for the euro term loan are due at 5 a.m. ET on Wednesday, the source added.

Worldpay lead banks

JPMorgan Chase Bank, Goldman Sachs, Citigroup Global Markets Inc., Wells Fargo Securities LLC, Deutsche Bank Securities Inc., UBS Securities LLC, Fifth Third, BMO Capital Markets, MUFG, Citizens Bank, Stifel, Truist Securities, Capital One and Lloyds are leading Worldpay’s term loans, with JPMorgan the left lead on the U.S. loan and Goldman the left lead on the euro loan. JPMorgan is the administrative agent.

Based on filings with the Securities and Exchange Commission, the company is also planning on getting a $1 billion revolver.

The credit facilities will be used to help fund the acquisition by GTCR of a 55% stake in the company from Fidelity National Information Services Inc. (FIS) in a transaction that values the business at $18.5 billion. FIS will receive upfront net proceeds of about $11.7 billion and will retain the remaining 45% stake in the company.

The company will also use $2 billion and £700 million of senior secured notes, and equity for the transaction. The notes were downsized from $4 billion equivalent with the changes to the term loan sizes.

Closing is expected by the first quarter of 2024, subject to regulatory approvals and contractual consents.

Worldpay is a provider of payment processing solutions.

Rocket proposed terms

Rocket Software held its lender call on Tuesday morning and announced price talk on its $1.6 billion first-lien term loan B due November 2028 and €400 million first-lien term loan B due November 2028, according to a market source.

The U.S. term loan is talked at SOFR plus 475 bps with a 0.5% floor and an original issue discount of 98 to 98.5, and the euro term loan is talked at Euribor plus 475 bps with a 0% floor and a discount of 98 to 98.5, the source said.

Both term loans (B2/B-) have 101 soft call protection for six months.

Commitments are due at 5 p.m. ET on Sept. 27, the source added.

RBC Capital Markets LLC is the left lead on the deal that will be used to extend $2.033 billion of existing first-lien term loans from November 2025.

Rocket Software, a Bain Capital portfolio company, is a Waltham, Mass.-based infrastructure software provider.

Simon & Schuster talk

Simon & Schuster came out with talk of SOFR plus 425 bps with a 25 bps leverage-based step-down, a 25 bps step-down upon an initial public offering, a 0% floor, an original issue discount of 98.5 and 101 soft call protection for six months on its $1.1 billion seven-year first-lien term loan shortly before its 1 p.m. ET lender call began, a market source said.

The company’s $1.21 billion of credit facilities (B2) also include a $110 million five-year revolver.

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

Jefferies LLC, KKR Capital Markets, HSBC Securities (USA) Inc., Mizuho, RBC Capital Markets, UBS Investment Bank, Goldman Sachs Bank USA, Credit Agricole and SPC are leading the deal that will be used to help fund the buyout of the company by KKR from Paramount Global for $1.62 billion in an all-cash transaction.

Closing is subject to customary conditions, including regulatory approvals.

Simon & Schuster is a New York-based general interest publishing company.

Fleetpride guidance

Fleetpride held its lender call in the afternoon, launching its $870 million first-lien term loan due 2028 at talk of SOFR plus 475 bps with a 0.5% floor, an original issue discount of 98 to 98.5 and 101 soft call protection for six months, a market source said.

Commitments are due at noon ET on Sept. 28, the source added.

RBC Capital Markets is the left lead on the deal that will be used to extend the maturity of an existing $594 million first-lien term loan due January 2026 and to refinance existing ABL revolving credit facility borrowings.

Fleetpride, owned by American Securities, is an Irving, Tex.-based distributor of aftermarket heavy-duty truck and trailer parts.

Spring Education details

Spring Education Group revealed with its lender call that its $850 million seven-year covenant-lite term loan B is talked with a 0% floor and the deadline for commitments is 5 p.m. ET on Sept. 28, according to a market source.

As previously reported, price talk on the term loan is SOFR plus 450 bps to 475 bps with an original issue discount of 98.5, and the debt has 101 soft call protection for six months.

The company’s $950 million of credit facilities (B2) also include a $100 million five-year revolver.

Macquarie Capital (USA) Inc. and Goldman Sachs Bank USA are leading the deal that will be used to refinance existing credit facilities, including a $611 million first-lien term loan currently priced at SOFR+CSA plus 400 basis points and a $225 million second-lien term loan priced at SOFR+CSA plus 825 bps. The CSA on the existing term loans is ARRC standard of 11.448 bps one-month rate, 26.161 bps three-month rate and 42.826 bps six-month rate.

Spring Education is a Campbell, Calif.-based provider of pre-K through 12th grade education.

ArcLight readies deal

ArcLight NGPL will hold a lender call at 11:30 a.m. ET on Wednesday to launch a roughly $464,540,000 senior secured term loan B (Ba3/B+) due April 15, 2028, a market source remarked. Initially, the call was set for 11:30 am. ET on Tuesday but was then rescheduled.

Talk on the term loan is SOFR plus 350 bps with a 1% floor, a par issue price, 101 soft call protection for six months and no CSA, the source added.

Commitments are due at 10 a.m. ET on Friday.

Barclays is the left lead on the deal that will be used to reprice an existing term loan B due April 2028 down from SOFR+CSA plus 375 bps with a 1% floor. CSA on the existing loan is ARRC standard of 11.448 bps one-month rate, 26.161 bps three-month rate and 42.826 bps six-month rate.

NGPL is a FERC-regulated natural gas pipeline system.

RealTruck on deck

RealTruck set a lender call for noon ET on Wednesday to launch a non-fungible $180 million incremental first-lien term loan (B-) due Jan. 29, 2028 talked at SOFR plus 500 bps with a 0.75% floor, an original issue discount of 96.5 to 97 and 101 soft call protection for one year, according to a market source.

Commitments are due at noon ET on Sept. 27, the source added.

Jefferies LLC is leading the deal that will be used to fund an acquisition.

RealTruck, formerly known as Truck Hero, is an Ann Arbor, Mich.-based supplier and online destination for retailers of branded functional accessories for pickup trucks and Jeeps/Broncos as well as sport utility vehicles and other light weight vehicles.

Interstate coming soon

Interstate Waste Services scheduled a lender call for 11 a.m. ET on Wednesday to launch a $500 million seven-year term loan B (B2/B) and a $75 million delayed-draw term loan B (B2/B), according to a market source.

The term loan debt is talked at SOFR plus 450 bps with a 0.5% floor, an original issue discount of 98 to 98.5 and 101 soft call protection for six months, the source added.

Commitments are due at 5 p.m. ET on Oct. 4.

JPMorgan Chase Bank, BMO Capital Markets, Comerica, MUFG and Stifel are leading the deal that will be used to repay existing debt, pay minority shareholders and add cash to the balance sheet in connection with an investment from Ares Management.

Interstate Waste is a Teaneck, N.J.-based provider of waste and recycling services.

Fund flows

In other news, actively managed loan fund flows on Monday were positive $20 million and loan ETFs were positive $71 million, market sources said.

Inflows for loa funds week-to-date total an estimated $285 million, compared to inflows in the previous week of $343 million, sources added.

Loan indices rise

IHS Markit’s iBoxx loan indices were stronger on Friday, with the Leveraged Loan indexes (MiLLi) closing out the day up 0.07% and the Liquid Leveraged Loan indices (LLLi) closing out the day up 0.08%.

Month to date, the MiLLi is up 0.89% and year to date it is up 9.83%, and the LLLi is up 0.83% month to date and up 9.31% year to date.

Average secondary market bids in the U.S. on Friday were 93.15, up 0.01% from the previous day and up 1.39% year to date.

According to the IHS Markit data, some of the top advancers on Thursday were Revere Power’s March 2019 term loan B at 87.38, up from 82.98, Air Methods’ April 2017 covenant-lite term loan B at 28.63, up from 27.75, and Exactech’s February 2018 covenant-lite term loan B at 40, up from 38.8.

Some top decliners on Friday were Cision US/Castle US’ January 2020 U.S. term loan at 75.22, down from 78.5, Sound Physicians’ June 2018 term loan at 46.36, down from 47.5, and Hubbard Radio’s May 2015 term loan B at 94.13, down from 95.4.

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