LifePoint, Infrastructure & Energy, Concrete Pumping break; Valeant, Openlink revise deals

By Sara Rosenberg

New York, Nov. 14 – LifePoint Health Inc. increased the size of its term loan and finalized the original issue discount at the wide end of talk before freeing up for trading on Wednesday, and deals from Infrastructure & Energy Alternatives Inc. (IEA) and Concrete Pumping Holdings Inc. hit the secondary market too.

In more happenings, Valeant Pharmaceuticals International (Bausch Health Cos. Inc.) lowered pricing on its incremental term loan, set the discount at the wide side of guidance and made the tranche non-fungible, and Openlink Financial LLC modified its U.S. and euro term loan sizes, flexed pricing higher and added a step-down.

Additionally, Hunterstown Generation LLC (Kestrel Acquisition LLC) released price talk on its incremental term loan B with launch, and CentralSquare Technologies LLC joined this week’s primary calendar.

LifePoint tweaks loan

LifePoint Health raised its seven-year senior secured covenant-light term loan (B1/B+) to $3.55 billion from $3.4 billion as it scaled back its senior notes offering to $1,425,000,000 from $1,575,000,000, and set the original issue discount at 99, the wide end of the 99 to 99.5 talk, according to a market source.

The term loan is priced at Libor plus 450 basis points with a 0% Libor floor, and has 101 soft call protection for one year.

Previously in syndication, among other changes, pricing on the term loan was lifted from Libor plus 400 bps, the call protection was extended from six months, the MFN was modified, general and ratio baskets were reduced under restricted payments, baskets were reduced under investments, real property was removed from securitization assets and asset sweep step-downs were removed.

Citigroup Global Markets Inc., Barclays, RBC Capital Markets, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and UBS Investment Bank are leading the deal.

Recommitments were due at 3 p.m. ET on Wednesday, the source said.

LifePoint starts trading

Late Wednesday, LifePoint’s term loan surfaced in the secondary market and levels were quoted at 99 1/8 bid, 99 3/8 offered, another source added.

Proceeds will be used to help fund the company’s merger with RCCH HealthCare Partners, which is owned by Apollo Global Management LLC. LifePoint shareholders will receive $65.00 per share in cash, resulting in an enterprise value of about $5.6 billion, including $2.9 billion of net debt and minority interest.

As part of the transaction, the company is also expected to get an $800 million asset-based revolver and an up to $1 billion equity contribution from funds managed by Apollo.

LifePoint and RegionalCare Hospital Partners Holdings Inc. are the co-borrowers of the loan.

Closing is expected on Friday.

LifePoint and RCCH are both Brentwood, Tenn.-based health care providers. The combined company will operate under the LifePoint Health name.

IEA hits secondary

Infrastructure & Energy Alternatives’ credit facilities freed to trade too, with the $300 million six-year first-lien term loan (B2/B+) seen at 96¾ bid, 97¾ offered, a market source remarked.

Pricing on the term loan is Libor plus 625 bps with a 0% Libor floor and it was sold at an original issue discount of 96.5. The loan has 101 soft call protection for one year.

During syndication, pricing on the term loan was flexed up from talk in the range of Libor plus 550 bps to 575 bps, the leverage-based pricing step-down was eliminated, the discount was adjusted from 99, the call protection was extended from six months and amortization was lifted to 10% per annum from 1% per annum. Also, changes were made to the first-lien net leverage covenant, the excess cash flow sweep, asset sale, the incremental, MFN, the restricted payments general basket, the preferred stock redemption basket, the general debt basket, the non-credit party debt basket and the lender calls requirement.

The company’s $350 million of credit facilities also include a $50 million five-year revolver.

Jefferies LLC and KeyBanc Capital Markets are leading the deal that backs the acquisitions of Consolidated Construction Solutions I LLC and William Charles Construction Group.

Infrastructure & Energy is an Indianapolis-based infrastructure construction company.

Concrete Pumping breaks

Concrete Pumping’s $357 million seven-year covenant-light first-lien term loan (B2/B) began trading as well, with levels quoted at 97 bid, 98 offered, a market source said.

Pricing on the term loan is Libor plus 600 bps with a 0% Libor floor and it was sold at an original issue discount of 97. The debt has 101 soft call protection for one year.

During syndication, the term loan was upsized from $350 million, pricing was increased from talk in the range of Libor plus 525 bps to 550 bps, the discount was revised from 99 and the call protection was extended from six months. The upsizing was done to cover the wider issue price.

Credit Suisse Securities (USA) LLC, Jefferies LLC and Stifel are leading the term loan.

The company also plans to get a $60 million ABL revolver led by Wells Fargo.

Proceeds will be used to help fund the acquisition of Concrete Pumping by Industrea Acquisition Corp., a special purpose acquisition company focused on the industrial sector, from majority shareholder Peninsula Pacific, select members of management and former manager shareholders.

Closing is expected this quarter.

Concrete Pumping is a concrete pumping services and concrete environmental waste management solutions provider.

Valeant reworked

Back in the primary market, Valeant trimmed pricing on its $1.5 billion incremental senior secured term loan B (Ba2/BB-/BB-) to Libor plus 275 bps from Libor plus 300 bps, firmed the original issue discount at 99, the wide end of the 99 to 99.5 talk, and revised the debt to be a stand-alone seven-year tranche from a fungible tranche due June 1, 2025, a market remarked. The 0% Libor floor was unchanged.

The incremental loan has 101 soft call protection for one year, amortization of 5% per annum and 50 bps MFN through June 1, 2019, the source continued.

Previously in syndication, the incremental term loan was upsized from $750 million as the company cancelled plans for a potential secured bond transaction.

Commitments were due at 5 p.m. ET on Wednesday, the source added.

Barclays, J.P. Morgan Securities LLC, Citigroup Global Markets Inc., Deutsche Bank Securities Inc., DNB, Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc. and RBC Capital Markets are leading the deal that will be used with cash on hand to fund a tender offer for 7½% notes due 2021.

Valeant is a Laval, Quebec-based specialty pharmaceutical company.

Openlink changes emerge

Openlink Financial modified its U.S. term loan size to an expected amount in the range of $250 million to $300 million from roughly $343 million, increased pricing to Libor plus 475 bps from talk in the range of Libor plus 425 bps to 450 bps, and added a step-down to Libor plus 450 bps at less than 3.55 times first-lien net leverage, a market source said.

Furthermore, the company revised its euro term loan size to an expected amount in the range of €200 million to €250 million from roughly €148 million, widened pricing to Euribor plus 400 bps from Euribor plus 375 bps, and added a step-down to Euribor plus 375 bps at less than 3.55 times first-lien net leverage.

As before, both term loans have a 1% floor, a par issue price and 101 soft call protection for six months.

U.S. recommitments were due at 5 p.m. ET on Wednesday and London recommitments are due at noon UK time on Thursday, the source added. Allocations are expected on Thursday.

UBS Investment Bank is leading the deal that will refinance an existing U.S. term loan priced at Libor plus 475 bps with a 1% Libor floor and an existing euro term loan priced at Euribor plus 425 bps with a 1% Libor floor.

Openlink is a Uniondale, N.Y.-based provider of trading and risk management solutions.

Hunterstown sets talk

Hunterstown Generation held its lender call on Wednesday and announced original issue discount talk of 99.5 on its $150 million incremental term loan B due June 30, 2025, according to a market source.

The incremental term loan is priced at Libor plus 425 bps with a 1% Libor floor, and has 101 soft call protection for six months, the source said.

Morgan Stanley Senior Funding Inc., Goldman Sachs Bank USA and Jefferies LLC are leading the deal that will be used to fund a distribution and pay transaction fees and expenses.

Lenders are being offered a 50 bps consent fee for an amendment that is being done in connection with this transaction.

Commitments/consents are due at noon ET on Tuesday, the source added.

Hunterstown is a natural gas-fired combined cycle power plant located in the PJM-MAAC capacity region in Gettysburg, Pa.

CentralSquare on deck

CentralSquare Technologies emerged with plans to hold a lender call on Thursday morning to launch a $60 million add-on term loan, a market source remarked.

Antares Capital, Macquarie Capital (USA) Inc. and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to fund an acquisition and provide additional cash to the balance sheet.

CentralSquare is a provider of public safety and public administration software. The company was formed in September by Bain Capital and Vista Equity Partners via the combination of Tritech Software Systems, Superion and the public sector business of Aptean Software.

Applied Systems allocates

In other news, Applied Systems Inc. allocated its fungible $210 million incremental first-lien term loan (B2/B-) during the session, according to a market source.

Pricing on the incremental first-lien term loan matches existing term loan pricing at Libor plus 300 bps with a 1% Libor floor. Upon the delivery of financials to lenders for the quarter ending Dec. 31, 2018, the spread on the incremental loan will be subject to the same grid as the existing loan, which is Libor plus 300 bps at less than 4.75 times first-lien net leverage and Libor plus 325 bps at more than 4.75 times first-lien net leverage.

The incremental loan was sold at an original issue discount of 99.75.

On Tuesday, the discount on the incremental term loan finalized at the tight end of the 99.5 to 99.75 talk.

Nomura, Jefferies LLC and Macquarie Capital (USA) Inc. are leading the deal that will be used with a privately placed incremental second-lien term loan to fund a dividend and put cash on the balance sheet.

Closing is expected during the week of Nov. 19.

Applied Systems is a University Park, Ill.-based cloud software provider to the property & casualty and benefits insurance industry.

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