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Published on 1/16/2020 in the Prospect News Bank Loan Daily.

Sophos, Element, Focus, LifePoint, ASM, OneDigital break; multiple deals revised

By Sara Rosenberg

New York, Jan. 16 – Sophos lowered the spread on its U.S. and euro first-lien term loan and eliminated a pricing step-down, and Element Materials Technology increased the size of its U.S. and euro add-on term loan B and finalized the original issue discount on the euro piece at the tight end of revised guidance, and then both of these deals freed to trade on Thursday.

Other deals to make their way into the secondary market during the session included Focus Financial Partners Inc., LifePoint Health Inc., ASM Global (SMG) and OneDigital.

In more happenings, BroadStreet Partners Inc. revised the issue price on its term loan B, First Eagle Investment Management LLC lowered pricing on its add-on term loan B and added a repricing and extension request for its existing term loan B, and Whatabrands LLC set the spread on its term loan B at the low end of talk and revised the issue price.

Also, Zekelman Industries firmed pricing on its term loan at the tight side of guidance, added a step-down and adjusted the issue price, Acuren (Rockwood Service Corp.) increased the size of its term loan B and tightened the spread and discount, Iridium Satellite LLC modified the issue price on its incremental term loan B, and Cision accelerated the commitment deadline for its term loan B.

Additionally, Pixelle Specialty Solutions LLC, Lineage Logistics LLC and Calpine Construction Finance Co. announced price talk with launch, and AlixPartners LLP, Allen Media, Gigamon Inc., Cobham plc and Jefferies Finance LLC joined the near-term primary calendar.

Sophos flexes

Sophos cut pricing on its $1.53 billion equivalent U.S. and euro seven-year covenant-lite first-lien term loan (B2/B-/B) to Libor/Euribor plus 350 basis points from revised talk of Libor/Euribor plus 375 bps and initial talk in the range of Libor/Euribor plus 400 bps to 425 bps, and removed a 25 bps step-down at 0.5x turn inside closing date first-lien net leverage, according to a market source.

As before, the first-lien term loan debt has a 0% floor, an original issue discount of 99.75, 101 soft call protection for six months, and a ticking fee of half the margin from days 46 to 90 and the full margin onwards.

The company’s $2,075,000,000 equivalent of senior secured credit facilities also include a $125 million five-year revolver (B2/B-/B) and a $420 million privately placed eight-year covenant-lite second-lien term loan.

Previously in syndication, the first-lien term loan debt was upsized from $1.43 billion equivalent by increasing the dollar portion of the loan to $1.197 billion, while leaving the euro tranche at €300 million, the discount on the first-lien term loan debt was modified from 99, and the second-lien term loan was downsized from $520 million.

Sophos frees up

Recommitments for Sophos’ first-lien term loan debt were due at 10 a.m. ET on Thursday and the debt broke for trading later in the day, with the U.S. first-lien term loan quoted at par 1/8 bid, par 5/8 offered, another source added.

Goldman Sachs Bank USA, BofA Securities, Inc., Barclays, Credit Suisse Securities (USA) LLC and HSBC Securities (USA) Inc. are leading the deal that will be used to help fund the buyout of the company by Thoma Bravo for $7.40 per share, representing an enterprise value of about $3.9 billion.

Sophos is an Oxford, U.K.-based provider of next-generation cybersecurity.

Element revised

Element Materials raised its U.S. and euro add-on term loan B due June 2024 to $200 million equivalent from a revised amount of $171 million equivalent and an initial amount of $150 million equivalent, according to a market source.

The U.S. add-on piece is sized at $100 million, versus $20 million at launch, and the euro add-on piece is sized at $100 million equivalent, versus $130 million equivalent at launch.

In addition, the original issue discount on the euro add-on term loan was set at 99.5, the narrow end of revised talk of 99 to 99.5 and tight of initial talk in the range of 98.5 to 99, the source said. The add-on U.S. loan is being issued at 99.5, in line with prior talk.

Like the existing loans, the add-on U.S. term loan is priced at Libor plus 350 bps with a 0% Libor floor and the add-on euro term loan B is priced at Euribor plus 325 bps with a 0% floor.

Element hits secondary

Element Materials’ add-on bank debt began trading in the morning, with the U.S. loan quoted at 99½ bid, par offered and the euro loan quoted at 99¾ bid, par ¼ offered, the source added.

HSBC is the physical bookrunner on the deal. BofA Securities, Inc., Credit Agricole, ING, Mizuho and SMBC are bookrunners.

The new loan borrowings will be used to refinance existing debt, including drawings under a capex facility and a revolver, and, because of the latest upsizing, to add cash to the balance sheet.

Element Materials is a U.K.-based materials testing and product qualification testing provider.

Focus Financial breaks

Focus Financial’s $1,139,187,324 term loan B due July 3, 2024 also emerged in the secondary market, with levels quoted at par ¼ bid, par ¾ offered, according to a trader.

Pricing on the term loan B is Libor plus 200 bps with a 0% Libor floor and it was issued at par. The loan has 101 soft call protection for six months.

RBC Capital Markets, BMO Capital Markets and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to reprice an existing term loan B down from Libor plus 250 bps with a 0% Libor floor.

Closing is expected on Jan. 27.

Focus Financial is a New York-based partnership of independent, fiduciary wealth management firms.

LifePoint frees to trade

LifePoint’s $3.115 billion senior secured term loan B (B1/B+) due November 2025 started trading in the afternoon, with levels seen at par ¾ bid, 101 1/8 offered, a market source remarked.

Pricing on the term loan is Libor plus 375 bps with a 0% Libor floor and it was issued at par. The debt has 101 soft call protection for six months.

During syndication, the spread on the term loan was lowered from Libor plus 400 bps and the MFN was revised to life from six months.

Citigroup Global Markets Inc., Barclays and RBC Capital Markets are leading the deal that will be used to reprice an existing term loan B down from Libor plus 450 bps.

Currently, the existing term loan B is sized at $3,515,000,000, but, with the repricing, there will be a $400 million paydown of the debt.

Closing is expected on Tuesday.

LifePoint is a Brentwood, Tenn.-based health care provider.

ASM starts trading

ASM Global’s fungible $190 million incremental first-lien term loan (B1/BB-) due January 2025 broke too, with levels seen at par ½ bid, 101 offered, according to a market source.

Pricing on the incremental term loan is Libor plus 250 bps with a 0% Libor floor and it was issued at par. The debt has 101 soft call protection for six months.

During syndication, pricing on the incremental term loan was reduced from talk in the range of Libor plus 275 bps to 300 bps and the issue price was revised from 99.5.

With this transaction, the company’s existing roughly $415 million first-lien term loan is being repriced to Libor plus 250 bps from Libor plus 300 bps to match the incremental loan pricing.

Jefferies LLC, Nomura, BofA Securities, Inc., Goldman Sachs Bank USA and Macquarie Capital (USA) Inc. are leading the deal that will be used to pay down existing second-lien term loan borrowings.

Closing is expected at the end of this month.

ASM is a venue management company, providing a full range of venue management and food & beverage services.

OneDigital tops OID

OneDigital’s fungible $165 million incremental first-lien term loan (B2) freed up as well, with levels quoted at par bid, 101 offered, a market source said.

Pricing on the incremental term loan is Libor plus 400 basis points with a 0% Libor floor, in line with existing first-lien term loan pricing, and it was sold at an original issue discount of 99.75.

During syndication, the discount on the incremental term loan was modified from 99.5.

Golub Capital is leading the deal that will be used to finance acquisitions.

The company also privately placed a new $75 million delayed-draw first-lien term loan (B2) with Golub Capital and PSP Investments Credit USA LLC.

OneDigital is an Atlanta-based employee benefits insurance broker.

BroadStreet changes price

Back in the primary market, BroadStreet Partners tightened the issue price on its $1.111 billion seven-year term loan B (B) to par from 99.5, according to a market source.

The term loan is still priced at Libor plus 325 bps with a 0% Libor floor, and has 101 soft call protection for six months.

Commitments are due at 5 p.m. ET on Tuesday, moved up from 5 p.m. ET on Jan. 23, the source said.

RBC Capital Markets LLC, BofA Securities, Inc., BMO Capital Markets, Barclays, Bank of Nova Scotia and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to refinance an existing $866 million term loan B and to fund acquisitions.

Ontario Teachers’ Pension Plan and Century Equity Partners are the sponsors.

BroadStreet is a Columbus, Ohio-based insurance broker.

First Eagle tweaked

First Eagle Investment Management trimmed pricing on its $300 million add-on term loan B (Ba2) to Libor plus 250 bps from Libor plus 275 bps, added a repricing of its existing roughly $1.594 billion term loan B to Libor plus 250 bps from Libor plus 275 bps, and is talking all of the term loan B debt with an original issue discount in the range of 99.5 to 99.75, versus prior talk on the add-on term of a discount of 99.75, a market source remarked.

Furthermore, the add-on term loan and repriced term loan will mature in February 2027, which is an extension of the current term loan B maturity date of December 2024, and the entire term loan B tranche is getting 101 soft call protection for six months.

The term loan B debt still has a 0% Libor floor.

Lead-bank HSBC Securities (USA) Inc. is asking for commitments by 10 a.m. ET on Friday.

The add-on will be used by the New York-based investment firm to help fund the acquisition of THL Credit Advisors LLC, a Boston-based alternative credit manager.

Closing is expected this quarter, subject to regulatory approvals and other customary conditions.

The add-on will continue to be fungible with the existing loan and everything will close at the same time as the acquisition, the source added.

Whatabrands updated

Whatabrands firmed pricing on its $1,326,675,000 covenant-lite first-lien term loan B (B1/B+) due Aug. 3, 2026 at Libor plus 275 bps, the low end of the Libor plus 275 bps to 300 bps talk, and moved the issue price to par from 99.875, according to a market source.

The term loan still has a 0% Libor floor and 101 soft call protection for six months.

Recommitments/consents were due at 5 p.m. ET on Thursday and allocations are expected on Friday, the source added.

Morgan Stanley Senior Funding Inc. is leading the deal that will be used to reprice an existing term loan B down from Libor plus 325 bps.

Whatabrands is a San Antonio-based restaurant company.

Zekelman revises terms

Zekelman firmed pricing on its $900 million first-lien term loan (Ba3/BB) due 2027 at Libor plus 225 bps, the low end of the Libor plus 225 bps to 250 bps talk, added a step-down to Libor plus 200 bps at 1.75x net secured leverage, and tightened the issue price to par from 99.5, according to a market source.

The term loan still has a 0% Libor floor and 101 soft call protection for six months.

Recommitments were due at the end of the day on Thursday and allocations are expected on Friday morning, the source added.

Goldman Sachs Bank USA and BofA Securities, Inc. are leading the deal that will be used to refinance existing debt.

Zekelman Industries is a Chicago-based manufacturer of industrial steel pipe and tubular products.

Acuren changes emerge

Acuren lifted its seven-year first-lien term loan B to $445 million from $430 million, cut pricing to Libor plus 425 bps from talk in the range of Libor plus 450 bps to 475 bps and adjusted the original issue discount to 99.5 from 99, a market source remarked.

As before, the loan has a 0% Libor floor and 101 soft call protection for six months.

Recommitments were due at noon ET on Thursday, the source added.

BofA Securities, Inc., BMO Capital Markets and Antares Capital are leading the deal that will be used to help fund the buyout of the company by American Securities.

The amount of equity being used for the transaction is being reduced due to the term loan upsizing.

Acuren is a provider of testing services to energy and industrial markets.

Iridium modified

Iridium Satellite tightened the issue price on its $200 million incremental covenant-lite term loan B due November 2026 to 101 from talk in the 100.5 area, a market source said.

The incremental term loan is priced in line with the existing term loan at Libor plus 375 bps with a 1% Libor floor.

Recommitments were due at 2 p.m. ET on Thursday, the source added.

Deutsche Bank Securities Inc., Barclays, Credit Suisse Securities (USA) LLC and Wells Fargo Securities LLC are leading the deal that will be used with cash on hand to redeem the company’s existing $360 million unsecured notes.

Iridium is a McLean, Va.-based satellite communications company.

Cision moves deadline

Cision accelerated the commitment deadline for its $1 billion seven-year term loan B (B2/B) and €500 million seven-year term loan B (B2/B) to noon ET on Tuesday from Jan. 23, according to a market source.

The U.S. and euro term loans are talked at Libor/Euribor plus 375 bps to 400 bps with no floor, an original issue discount of 99 to 99.5 and 101 soft call protection for six months.

BofA Securities, Inc., Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc., BMO Capital Markets, BNP Paribas Securities Corp., Citigroup Global Markets Inc., Macquarie Capital (USA) Inc. and RBC Capital Markets are leading the deal that will be used to help fund the buyout of the company by Platinum Equity for $10.00 per share in cash, or about $2.74 billion.

Closing is expected this quarter, subject to approval by Cision’s shareholders, regulatory approvals and other customary conditions.

Cision is a Chicago-based software-as-a-service platform for communications professionals.

Pixelle reveals talk

In more primary happenings, Pixelle Specialty Solutions held its bank meeting on Thursday and, shortly before the event began, talk on its fungible $255 million incremental first-lien term loan (B1/B) due October 2024 was announced at Libor plus 625 bps to 650 bps with a 1% Libor floor, an original issue discount of 98 and 101 soft call protection for six months, according to a market source.

The company’s existing first-lien term loan is priced at Libor plus 600 bps, but will be repriced to match the incremental loan pricing, the source said.

Commitments are due at 5 p.m. ET on Jan. 30.

The manufacturer of specialty paper products is also getting a $20 million revolver.

Credit Suisse Securities (USA) LLC and Citizens Bank are leading the deal that will be used with $110 million of equity from Lindsay Goldberg LLC to fund the acquisition of specialty paper mills in Jay, Maine, and Stevens Point, Wis., from Verso Corp. for $365 million in cash and the assumption of $35 million in unfunded pension liabilities, subject to customary adjustments.

Closing is expected this quarter.

Lineage sets guidance

Lineage Logistics came out with original issue discount talk of 99 on its fungible $300 million add-on term loan B (B2/B) due February 2025 that launched with a morning call, a market source said.

The add-on term loan is priced at Libor plus 300 bps with a 1% Libor floor, in line with existing $730 million term loan.

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

Credit Suisse Securities (USA) LLC is leading the deal that will be used to help fund the acquisition of Emergent Cold.

Lineage Logistics is Novi, Mich.-based cold storage warehousing and logistics company. Emergent Cold is a Dallas-based provider of temperature-controlled storage.

Calpine Construction repricing

Calpine Construction Finance launched in the morning a $980 million first-lien term loan (Ba2/BB) due Jan. 15, 2025 talked at Libor plus 200 bps to 225 bps with a 0% Libor floor, a par issue price and 101 soft call protection for six months, a market source remarked.

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

Credit Suisse Securities (USA) LLC is the left lead on the deal that will be used to reprice an existing term loan down from Libor plus 250 bps.

Calpine Construction, a Calpine Corp. subsidiary, is an owner and operator of about 4.4 GW of power generation capacity.

AlixPartners on deck

AlixPartners set a lender call for 10 a.m. ET on Friday to launch a $1.513 billion covenant-lite term loan B due April 4, 2024 talked at Libor plus 250 bps with a 0% Libor floor, a par issue price and 101 soft call protection for six months, according to a market source.

Commitments are due at 5 p.m. ET on Jan. 23, the source said.

Deutsche Bank Securities Inc. is the left lead on the deal that will be used to refinance an existing term loan priced at Libor plus 275 bps.

AlixPartners is a New York-based performance improvement, corporate turnaround and financial advisory services firm.

Allen coming soon

Allen Media scheduled a bank meeting for Jan. 23 to launch $555 million of credit facilities, a market source remarked.

The facilities consist of a $25 million five-year revolver and a $530 million seven-year term loan B, the source added.

RBC Capital Markets is the left lead on the deal that will be used with $300 million of eight-year senior notes to fund the acquisition of 11 broadcast television stations from USA Television Holdings LLC and USA Television MidAmerica Holdings LLC, and to refinance existing debt.

Allen Media is a media, content and technology company.

Gigamon joins calendar

Gigamon set a lender call for 2 p.m. ET on Wednesday to launch a fungible $150 million incremental first-lien term loan due Dec. 27, 2024, according to a market source.

The term loan has 101 soft call protection for six months, the source said.

Jefferies LLC is leading the deal that will be used to repay an existing second-lien term loan.

Gigamon is a Santa Clara, Calif.-based provider of active visibility into physical and virtual network traffic.

Cobham readies deal

Cobham will hold a bank meeting in London on Monday and at noon ET in New York on Tuesday to launch its proposed credit facilities, a market source said.

In July, the company announced that it is being acquired by Advent International Corp. for 165 pence in cash per share, or about £4.0 billion on a fully diluted basis.

The funding for the buyout, as committed, is expected to consist of a £275 million multi-currency revolving credit facility, a £1.71 billion equivalent U.S. and euro first-lien term loan B and a £532 million U.S. dollar equivalent pre-placed second-lien term loan.

Goldman Sachs, Credit Suisse and Citigroup Global Markets are the senior arrangers on the credit facilities.

Cobham is a U.K.-based technology and services innovator in diversified industries including defense and commerce.

Jefferies Finance plans call

Jefferies Finance set a call at 10:30 a.m. ET on Friday for loan lenders, according to a market source.

Jefferies LLC is leading the transaction.

Jefferies Finance is a New York-based leveraged loan arranger and investor.


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