Perforce Software breaks; Kaman, Swissport changes emerge; SupplyOne revises deadline

By Sara Rosenberg

New York, March 25 – Perforce Software LLC modified the original issue discount on its incremental first-lien term loan as the transaction was oversubscribed, and the debt freed to trade on Monday above the new issue price.

In more happenings, Kaman Corp. (Ovation Parent Inc.) lowered pricing on its first-lien term loan B and revised the original issue discount, and Swissport modified spread and original issue discount talk on its U.S. and euro term loan B.

Also, SupplyOne Inc. moved up the commitment deadline for its term loan B, and HireRight Holdings Corp.’s incremental first-lien term loan was downgraded by Moody’s Investors Service in reaction to last week’s upsizing so lenders were given more time to recommit to the transaction.

Additionally, Imprivata, Herbalife Ltd. (HLF Financing SaRL LLC) and Potters Industries LLC released price talk with launch, and Avient Corp. and Agiliti Inc. joined this week’s primary calendar.

Perforce tightened, frees

Perforce Software moved the original issue discount on its non-fungible $375 million incremental first-lien term loan (B2/B-) to 99.5 from 99, according to market sources.

Pricing on the incremental term loan remained at SOFR plus 475 basis points with no floor, and the debt still has 101 soft call protection for six months.

On Monday, the term loan made its way into the secondary market, with levels quoted at 99 5/8 bid, 99 7/8 offered, sources added.

Antares Capital is leading the deal that will be used to fund an acquisition and pay down outstanding revolver borrowings.

Perforce Software, backed by Francisco Partners and Clearlake Capital, is a Minneapolis-based developer of software used for application development.

Kaman flexed

Kaman trimmed pricing on its $790 million seven-year senior secured covenant-lite first-lien term loan B (B2/B/BB) to SOFR plus 350 bps from SOFR plus 400 bps and adjusted the original issue discount to 99.5 from 99, according to a market source.

The term loan still has a 0.75% floor, 101 soft call protection for six months, and ticking fees of half the margin from days 61 to 120 and the full margin thereafter.

Recommitments are due at noon ET on Tuesday, revised from an original commitment deadline of noon ET on Wednesday, the source added.

Along with the term loan, the company is expected to get a $150 million revolver.

Morgan Stanley Senior Funding Inc., BMO Capital Markets, RBC Capital Markets, Stifel and Capital One are leading the deal that will be used with equity to fund the buyout of the company by Arcline Investment Management LP for $46.00 per share in cash, and to pay related fees and expenses. The transaction has a total enterprise value of about $1.8 billion.

Closing is expected in the first half of this year, subject to shareholder and regulatory approvals.

Kaman is a Bloomfield, Conn.-based OEM and producer of subassemblies, components and parts for the aerospace & defense, industrial and medical markets.

Swissport tweaked

Swissport changed price talk on its €1.2 billion equivalent U.S. and euro seven-year term loan B (B2/B+/BB+) to SOFR/Euribor plus 450 bps from talk in the range of SOFR/Euribor plus 450 bps to 475 bps, and revised original issue discount talk to a range of 98.5 to 99 from a range of 98 to 98.5, a market source said.

As before, the U.S. and euro term loan has a 0% floor and 101 soft call protection for six months, and the U.S. portion has a minimum size of $500 million.

Commitments continue to be due at 5 p.m. ET on Tuesday for the U.S. term loan and at 1 p.m. ET on Tuesday for the euro term loan, the source added.

JPMorgan Chase Bank is the physical bookrunner on the U.S. term loan. Barclays, BofA Securities Inc. and JPMorgan are the physical bookrunners on the euro term loan. Citigroup Global Markets Inc., Morgan Stanley Senior Funding Inc. and UBS Investment Bank are the senior joint bookrunners, and Goldman Sachs, Natixis, NatWest, RBC Capital Markets and Santander are joint bookrunners. JPMorgan is the administrative agent.

The term loan borrowings will be used to repay existing debt, fund a capital return to shareholders, add cash to the balance sheet, and pay transaction related fees and expenses.

Swissport is a Zurich-based provider of mission critical airport handling services.

SupplyOne accelerated

SupplyOne changed the commitment deadline for its $770 million seven-year term loan B (B2/B) to 5 p.m. ET on Tuesday from 5 p.m. ET on Wednesday, according to a market source.

Talk on the term loan is SOFR plus 450 bps with a 0% floor, an original issue discount of 98 and 101 soft call protection for six months.

RBC Capital Markets is the left lead on the deal that will be used to refinance an existing private credit deal.

SupplyOne, a Wellspring portfolio company, is a distributor of corrugated and other value-added packaging products, equipment and services.

HireRight rating cut

HireRight’s fungible $300 million incremental first-lien term loan due September 2030 (B3/B) was downgraded by Moody’s Investors Service to B3 from B2 on the heels of Friday’s upsizing of the loan from $250 million, a market source remarked. The corporate rating was also cut to B3 from B2.

As a result, investors were given until noon ET on Monday to recommit to the incremental term loan, the source said. When the upsize was announced on Friday, a recommitment deadline had been set for noon that day.

S&P Global Ratings maintained its B term loan and corporate rating following the upsize.

Pricing on the incremental term loan is SOFR plus 400 with a 0% floor, in line with existing term loan pricing, and the incremental debt still has an original issue discount of 99, and a ticking fee payable only if the transaction closes of half the margin from days 61 to 90 and the full margin thereafter.

HireRight leads

Goldman Sachs Bank USA, RBC Capital Markets, Stone Point Capital Markets, Barclays, Citizens and Capital One are leading HireRight’s incremental term loan.

The term loan will be used to help fund the acquisition of the company by General Atlantic and Stone Point Capital LLC and, due to the recent upsizing, to fund a distribution to HoldCo. The sponsors are the beneficial owners of about 75% of the company’s outstanding shares of common stock and will acquire the outstanding shares they do not already own for $14.35 per share in cash, which implies a total enterprise value of around $1.65 billion.

Closing is expected in mid-2024, subject to approval by holders of a majority of the shares not owned by the sponsors, receipt of regulatory approvals and other customary conditions.

HireRight is a Nashville-based provider of technology-driven workforce risk management and compliance solutions.

Imprivata holds call

Imprivata emerged in the morning with plans to hold a lender call at 11 a.m. ET on Monday to launch a $1.102 billion term loan B due December 2027 talked at SOFR plus 350 bps with no CSA, a 0.5% floor, a par issue price and 101 soft call protection for six months, according to a market source.

Commitments are due at 9:30 a.m. ET on Thursday, the source added.

Goldman Sachs Bank USA is the left lead on the deal that will be used to combine into one tranche and reprice the company’s existing $725 million term loan B and $377 million incremental first-lien term loan B.

Imprivata is a Waltham, Mass.-based digital identity solutions provider in healthcare.

Herbalife guidance

Herbalife held its lender call in the morning and announced talk on its $500 million senior secured five-year covenant-lite term loan B at SOFR plus 550 bps to 575 bps with a 0.5% floor, an original issue discount of 97 and 101 soft call protection for one year, a market source remarked.

Commitments are due at noon ET on April 3, the source added.

Citigroup Global Markets Inc. is the lead arranger on the deal. As of the effective date, Jefferies Finance LLC will be term loan B administrative agent and collateral agent. Subsequent to the effective date, an agency transfer will occur pursuant to which Jefferies will transfer the agent roles to Citizens Bank.

Along with the term loan B, the company is expected to get a $400 million revolver and $700 million of other secured debt.

The new financing will be used to refinance an existing term loan B due August 2025 with an outstanding balance of $650.6 million as of Dec. 31, to refinance an existing term loan A and revolver, and to repay a portion of the company’s 2025 senior notes.

Herbalife is a Los Angeles-based health and wellness company.

Potters shops loan

Potters Industries announced in the morning plans to hold a lender call at 1 p.m. ET to launch a fungible $110 million incremental first-lien term loan (B2) due Dec. 14, 2027 talked with an original issue discount of 99.5 to 99.75, according to a market source.

Pricing on the incremental term loan is SOFR+10 bps CSA plus 400 bps with a 0.75% floor.

Commitments are due at 5 p.m. ET on April 1, the source added.

UBS Investment Bank is the left lead on the deal that will be used to fund a dividend, to finance merger and acquisition activity and for general corporate purposes.

The Jordan Co. is the sponsor.

Potters is a supplier of glass microspheres for transportation safety and performance materials.

Avient on deck

Avient scheduled a lender call for 10:30 a.m. ET on Tuesday to launch a new loan to current and prospective lenders, a market source said.

Citigroup Global Markets Inc. is leading the deal.

Avient is an Avon Lake, Ohio-based provider of specialized and sustainable material solutions.

Agiliti readies deal

Agiliti set a lender call for 10 a.m. ET on Tuesday to launch a $300 million incremental first-lien term loan due May 2030 (B2/B) talked at SOFR plus 300 bps to 325 bps with a 0% floor, an original issue discount of 99 and 101 soft call protection for six months, according to a market source.

The incremental term loan has a ticking fee of half the margin from days 46 to 90 and the full margin thereafter.

Commitments are due at 5 p.m. ET on April 4, the source added.

JPMorgan Chase Bank is leading the deal that will be used to help fund the acquisition by Thomas H. Lee Partners LP, the company’s majority shareholder, of all Agiliti shares it does not already own for $10 per share in cash, implying an enterprise value of about $2.5 billion.

Closing is expected in the first half of this year, subject to customary conditions.

Agiliti is an Eden Prairie, Minn.-based essential service provider to the U.S. healthcare industry.

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