Nexstar frees up; Confluent loan updates surface; Westinghouse revises commitment deadline

By Sara Rosenberg

New York, June 20 – Nexstar Media Group Inc.’s bank debt made its way into the secondary market on Thursday, with the incremental term loan B quoted above its original issue discount.

Over in the primary market, Confluent Health LLC firmed the spread on its term loan at the high end of guidance, extended the call protection and made a number of documentation changes.

Also, Westinghouse Electric Co. (Brookfield WEC Holdings Inc.) accelerated the commitment deadline for its incremental first-lien term loan.

In addition, Consolidated Container Co. LLC released size and price talk on its incremental term loan with its lender call.

Nexstar breaks

Nexstar’s bank debt freed up for trading on Thursday, with the $3,065,000,000 seven-year covenant-lite incremental term loan B quoted at 99 7/8 bid, par ¼ offered, according to a trader.

The incremental term loan B is priced at Libor plus 275 basis points with a step-down to Libor plus 250 bps at 0.75x inside closing net first-lien 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 and a ticking fee of half the spread from days 46 to 90 and the full spread thereafter.

The company is also getting a $675 million five-year incremental term loan A that is priced at Libor plus 175 bps, subject to a leverage based pricing grid, and was issued at par.

During syndication, the term loan B was upsized from $3.04 billion, the pricing step-down was added and the discount was tightened from 99, and the term loan A was downsized from $700 million.

Bank of America Merrill Lynch, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., MUFG, SunTrust Robinson Humphrey Inc., BNP Paribas Securities Corp., Citigroup Global Markets Inc., Citizens Bank, Fifth Third, Goldman Sachs Bank USA, Mizuho, Regions Bank and Capital One are leading the debt.

Nexstar funding acquisition

Nexstar will use its new term loans (Ba3/BB) and $1.12 billion of notes to help fund its purchase of Tribune Media Co. for $46.50 per share in a cash transaction that is valued at $6.4 billion, including the assumption of Tribune’s outstanding debt.

Tribune shareholders will also be entitled to additional cash consideration of around $0.30 per month if the transaction has not closed by Aug. 31, 2019, pro-rated for partial months and less an adjustment for any dividends declared on or after Sept. 1, 2019.

Closing is expected late in the third quarter, subject to regulatory approvals, approval by Tribune’s shareholders and other customary conditions.

Nexstar is an Irving, Texas-based diversified media company. Tribune is a Chicago-based owner of television and digital properties.

Confluent tweaks loan

Switching to the primary market, Confluent Health set pricing on its $200 million seven-year covenant-lite first-lien term loan (B3/B-) at Libor plus 500 bps, the high end of the Libor plus 475 bps to 500 bps talk, and extended the 101 soft call protection to one year from six months, according to a market source.

Also documentation changes were made, including to MFN, incremental, asset sales, indebtedness, unlimited restricted payments, restricted debt payments, available amount and investments, the source said.

As before, the term loan has a 0% Libor floor and an original issue discount of 99.

Recommitments were due at 3 p.m. ET on Thursday, the source added.

Deutsche Bank Securities Inc., Macquarie Capital (USA) Inc. and Bank of Ireland are leading the deal that will be used to help support a significant equity investment in the company by Partners Group on behalf of its clients alongside management. The Edgewater Funds will divest its holding in the company as part of the transaction.

Confluent Health is a Louisville, Ky.-based outpatient physical therapy provider.

Westinghouse moves deadline

Westinghouse Electric accelerated the commitment deadline for its $325 million incremental first-lien term loan (B2/B/B+) due August 2025 to 5 p.m. ET on Monday from 5 p.m. ET on Wednesday, a market source said.

Pricing on the incremental term loan is Libor plus 350 bps with a 25 bps step-up at more than 4.65x total net leverage and a 0.75% Libor floor, which matches existing first-lien term loan pricing.

The incremental term loan is talked with an original issue discount of 99 to 99.5.

Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, RBC Capital Markets, Deutsche Bank Securities Inc., BMO Capital Markets, Barclays and Credit Agricole are leading the deal that will be used to refinance an existing second-lien term loan.

Currently, the company’s existing first-lien term loan is sized at around $2,723,000,000.

Westinghouse is a Pittsburgh-based provider of technology and infrastructure services to a nuclear reactor fleet.

Consolidated Container details

Consolidated Container held its lender call on Thursday, launching a $250 million seven-year senior secured covenant-lite incremental term loan (B+) at talk of Libor plus 325 bps to 350 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.

Commitments are due at 5 p.m. ET on June 27, the source said.

Citigroup Global Markets Inc. and Wells Fargo Securities LLC are the joint lead arrangers on the deal. Barclays is the administrative agent.

The new loan will be used to fund the acquisition of Tri State Distribution Inc., a Sparta, Tenn.-based retail pharmaceutical packaging solutions provider.

Consolidated Container is an Atlanta-based rigid plastic packaging manufacturer.

Ventia allocates

In other news, Ventia Finco Pty Ltd. allocated on Thursday its $394,468,906 term loan B due May 21, 2026 that is priced at Libor plus 350 basis points with a 1% Libor floor, a market source remarked.

Of the total term loan amount, $34,480,000 is an add-on that was sold at an original issue discount of 99.5, and the remainder is an extension by four years of the existing term loan B for which lenders were offered a 50 bps amendment fee.

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

Barclays is the lead on the deal.

Proceeds from the incremental term loan will be used for general corporate purposes including, without limitation, for permitted acquisitions and capital expenditures.

Closing is expected on Wednesday.

Ventia is an Australian-based infrastructure services company.

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