Rough Country breaks; Adevinta, Sovos updated; PAI, Barracuda, Albany Molecular accelerated

By Sara Rosenberg

New York, Oct. 21 – Rough Country reduced the size of its incremental term loan and then freed up for trading during Wednesday’s session, with the debt quoted above its original issue discount.

In more happenings, Adevinta ASA changed price talk on its U.S. and euro term loan and tightened original issue discounts, and Sovos Brands Intermediate Inc. modified its financing plans to a fungible incremental term loan from a larger new term loan and updated price talk.

Also, Parts Authority (PAI Holdco Inc.), Barracuda Networks and Albany Molecular Research Inc. accelerated the commitment deadlines for their loan transactions.

Furthermore, Park Place Technologies, Academy Ltd. (Academy Sports & Outdoors), Amentum Holdings LLC and J.D. Power released price talk with launch.

Additionally, Resolute Investment Managers, Smyrna Ready Mix Concrete LLC, Insurity Inc. (Huskies Parent Inc.) and Wrench Group LLC emerged with new deal plans.

Rough Country updated, trades

Rough Country trimmed its incremental term loan due May 25, 2025 to $155 million from $180 million and will use cash on hand and revolver borrowings to compensate for the reduction in funds raised, a market source said.

Pricing on the incremental term loan and on the extension of the company’s existing $221 million term loan by two years to May 25, 2025 remained at Libor plus 375 basis points with a 1% Libor floor, and the debt still has 101 soft call protection for six months. The new money has an original issue discount of 99 and the rolled money has a 12.5 bps amendment fee.

On Wednesday, the total pro forma $376 million term loan began trading and levels were quoted at 99¼ bid, 99¾ offered, the source added.

Golub Capital is leading the deal.

The incremental term loan will be used to help fund a dividend to shareholders.

First-lien and total leverage is about 4x, the source added.

Rough Country is a Dyersburg, Tenn.-based supplier of aftermarket suspension lift kits and components to the off-road SUV and light truck enthusiast market.

Adevinta revised

Adevinta modified price talk on its $500 million term loan B to a range of Libor plus 300 bps to 325 bps from a range of Libor plus 325 bps to 350 bps, cut pricing on its €900 million term loan B to Euribor plus 325 bps from a range of Euribor plus 350 bps to 375 bps, and changed the original issue discount on both term loans (Ba3/BB-/BB+) to 99 from 98.5, according to market sources.

As before, the U.S. loan has one 25 bps step-down in pricing and a 0.75% Libor floor, the euro loan has three 25 bps step-downs in pricing and a 0% floor, and both loans have 101 soft call protection for six months.

Commitments are due at noon ET on Thursday for the U.S. loan and 8 a.m. ET on Thursday for the euro term loan, accelerated from 9 a.m. ET on Friday for both loans, sources added.

Barclays and Citigroup are the global coordinators on the deal and physical bookrunners on the euro loan. Barclays is the physical bookrunner on the U.S. loan. Joint bookrunners include BNP Paribas Securities Corp., DNB and J.P. Morgan Securities LLC. Mandated lead arrangers include BofA Securities Inc. and ING.

Adevinta funding acquisition

Adevinta will use the new term loans and €1.06 billion of senior secured notes to help fund the acquisition of eBay Classifieds Group, an online classifieds company, for $9.2 billion from eBay Inc., and to refinance existing debt.

Under the agreement, eBay will receive $2.5 billion in cash and 540 million shares of Adevinta, representing a 44% stake in pro forma Adevinta.

Closing is expected by the first quarter of 2021, subject to eBay Classifieds Group Dutch Works Council approval, regulatory approvals and customary conditions.

Adevinta is an Oslo-based online classifieds company.

Sovos reworked

Sovos Brands changed its transaction to a fungible $100 million incremental covenant-lite first-lien term loan due November 2025 from a $380 million seven-year covenant-lite first-lien term loan, according to a market source.

Like the existing term loan, the incremental term loan is priced at Libor plus 500 bps with a 25 bps step at 4.3x first-lien net leverage and a 0% Libor floor. The incremental term loan is talked with an original issue discount of 99.5, the source said.

When the deal launched last week with the seven-year term loan structure, talk was Libor plus 425 bps to 450 bps with a 0% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

Commitments continue to be due at 5 p.m. ET on Thursday, the source added.

Sovos buying Birch

Sovos will use the incremental term loan to fund the acquisition of Birch Benders LLC, a Denver-based producer of pancake and waffle mixes, toaster waffles, and pancake and baking cups.

However, due to the change in structure, the company is no longer planning on refinancing existing debt with the term loan proceeds.

Credit Suisse Securities (USA) LLC is the left lead on the deal.

Closing on the acquisition is expected by the end of this month.

Sovos, an Advent International portfolio company, is a Berkeley, Calif.-based food company.

Parts Authority accelerated

Parts Authority moved up the commitment deadline for its $600 million seven-year senior secured first-lien term loan (B1/B) to 5 p.m. ET on Thursday from 3 p.m. ET on Friday, a market source said.

Talk on the first-lien term loan is Libor plus 425 bps with a 1% Libor floor, an original issue discount of 98.5 to 99 and 101 soft call protection for six months.

The company’s $925 million of credit facilities also include a $125 million five-year ABL revolver and a $200 million privately placed eight-year senior secured second-lien term loan.

Jefferies LLC and Golub are leading the deal that will be used to help fund the buyout of the company by Kohlberg & Co. LLC from The Jordan Co.

Parts Authority is a Lake Success, N.Y.-based automotive aftermarket replacement parts distribution platform serving the do-it-for-me and do-it-yourself e-commerce segments of the automotive aftermarket.

Barracuda moves deadline

Barracuda Networks accelerated the commitment deadline for its term loans and amendment signature pages deadline to the close of business on Wednesday from the close of business on Thursday, according to a market source.

The company is shopping a fungible $206 million add-on first-lien term loan B (B2/B-) due February 2025 talked at Libor plus 375 bps to 400 bps with a 0.75% Libor floor and an original issue discount of 99, and a $365 million eight-year second-lien term loan (Caa2/CCC+) talked at Libor plus 750 bps to 775 bps with a 0.75% Libor floor and a discount of 98.5.

With this transaction, pricing on the company’s existing $744 million first-lien term loan B due February 2025 will be revised from the current rate of Libor plus 325 bps with a 1% Libor floor to match the add-on term loan spread and floor. The existing term loan B is offered at par.

All of the first-lien term loan debt is getting 101 soft call protection for six months, and the second-lien term loan has hard call protection of 102 in year one and 101 in year two.

Barracuda lead banks

Goldman Sachs Bank USA, Credit Suisse Securities (USA) LLC, UBS Investment Bank and Stone Point are leading Barracuda Networks’ loan transaction.

Proceeds will be used to fund a dividend to existing shareholders and add cash to balance sheet for potential future acquisitions.

Barracuda Networks is a Campbell, Calif.-based provider of security and data protection solutions.

Albany tweaks timing

Albany Molecular Research accelerated the commitment deadline for its non-fungible $210 million incremental first-lien term loan due Aug. 30, 2024 to noon ET on Thursday from noon ET on Monday, a market source remarked.

Talk on the term loan is Libor plus 375 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

Barclays is leading the deal that will be used to refinance an existing second-lien term loan.

Albany Molecular is an Albany-based contract research and manufacturing organization that works with the life sciences industry to improve patient outcomes and quality of life.

Park Place guidance

Also in the primary market, Park Place Technologies announced price talk of Libor plus 475 bps to 500 bps with a 1% Libor floor and an original issue discount of 98 on its $845 million seven-year covenant-lite first-lien term loan (B2/B-) a little bit before its Wednesday afternoon lender call kicked off, according to a market source.

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

Commitments are due at 5 p.m. ET on Oct. 29.

The company’s $1.155 billion of credit facilities also include an $80 million revolver and a $230 million privately placed second-lien term loan (Caa2/CCC).

Credit Suisse Securities (USA) LLC, Jefferies LLC, Morgan Stanley Senior Funding Inc. and UBS Investment Bank are leading the deal that will be used to fund the acquisition of Curvature and to refinance existing debt.

Park Place Technologies is a Cleveland-based third-party maintenance provider for data center storage, server and network hardware and tier-one OEM equipment.

Academy proposed terms

Academy held its call in the morning and, shortly before the event began, price talk on its $400 million seven-year covenant-lite first-lien term loan (B2/B) emerged at Libor plus 475 bps to 500 bps with a 0.75% Libor floor and an original issue discount of 99, a market source remarked.

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

Commitments are due at 5 p.m. ET on Oct. 28.

Credit Suisse Securities (USA) LLC and KKR Capital Markets are leading the deal that will be used to refinance existing debt.

Academy is a Katy, Tex.-based sporting goods, outdoor and lifestyle products retailer.

Amentum sets talk

Amentum Holdings came out with talk of Libor plus 425 bps to 450 bps with a 0.75% Libor floor, an original issue discount of 99 and 101 soft call protection for six months on its non-fungible $980 million incremental first-lien term loan (B1/B) that launched with a call during the session, according to a market source.

Commitments are due on Oct. 29, the source added.

J.P. Morgan Securities LLC, RBC Capital Markets, BMO Capital Markets, Citizens Bank, Morgan Stanley Senior Funding Inc. and UBS Investment Bank are leading the deal, which will be used to help fund the acquisition of DynCorp International, a McLean, Va.-based provider of aviation and logistics support services.

Closing is expected in the fourth quarter, subject to customary conditions and regulatory approvals.

Amentum is a Germantown, Md.-based technical and engineering services partner supporting critical programs of national significance across defense, security, intelligence, energy and environment.

J.D. Power launches

J.D. Power held its call in the afternoon and launched its non-fungible $100 million incremental first-lien term loan due May 2026 at talk of Libor plus 425 bps with a 0.75% Libor floor, an original issue discount of 98.5 to 99 and 101 soft call protection for six months, a market source said.

Commitments are due at noon ET on Tuesday.

RBC Capital Markets, KKR Capital Markets, Truist and UBS Investment Bank are leading the deal that will be used to help fund the acquisition of ALG Inc. from TrueCar Inc. for $135 million.

Closing is expected by the end of the year, subject to customary conditions as well as regulatory approval.

J.D. Power is a Troy, Mich.-based provider of automobile transactional data, valuation tools, vehicle feature information and consumer analytics to the automotive industry. ALG is a provider of comprehensive residual auto values to OEMs, captive lease lenders, independent lenders, dealer service providers and fleet clients.

Resolute on deck

Resolute Investment Managers scheduled a lender call for 3 p.m. ET on Thursday to launch a $50 million add-on first-lien term loan that will be used for general corporate purposes and future acquisitions, a market source remarked.

The company is also launching on its call an extension of its existing $281 million first-lien term loan to April 2024 from April 2022 and an extension of its existing $105 million second-lien term loan to April 2025 from April 2023, the source added.

RBC Capital Markets LLC, Barclays and BMO Capital Markets are leading the deal.

Current pricing on the existing first-lien term loan is Libor plus 325 bps with a 1% Libor floor and current pricing on the existing second-lien term loan is Libor plus 750 bps with a 1% Libor floor.

Resolute Investment is an Irving, Texas-based diversified asset management platform that partners with investment managers on both an affiliated and unaffiliated basis.

Smyrna joins calendar

Smyrna Ready Mix emerged with plans to hold a lender call on Thursday to launch a $315 million seven-year senior secured term loan B (B1/B+) talked at Libor plus 375 bps to 400 bps with a 0.75% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, according to a market source.

Commitments are due on Oct. 29, the source added.

J.P. Morgan Securities LLC, BNP Paribas Securities Corp., BofA Securities Inc. and Goldman Sachs Bank USA are leading the deal that will be used to fund acquisitions, to refinance existing debt and for general corporate purposes.

Smyrna Ready Mix is a Nashville, Tenn.-based manufacturer and retailer of ready-mixed concrete.

Insurity coming soon

Insurity will hold a lender call at noon ET on Friday to launch a fungible $115 million incremental first-lien term loan due July 2026, a market source said.

Like the existing term loan, the incremental term loan is priced at Libor plus 400 bps with a 0% Libor floor, the source added.

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

The pro forma first-lien term loan tranche size will be $574 million.

Insurity is a Hartford, Conn.-based software platform for the property & casualty insurance industry.

Wrench schedules call

Wrench Group set a lender call for 4 p.m. ET on Thursday to launch a non-fungible $100 million incremental first-lien term loan due April 2026, according to a market source.

Jefferies LLC, Macquarie Capital (USA) Inc. and Antares Capital are leading the deal that will be used to fund cash to the balance sheet for potential future acquisitions.

Wrench Group is a provider of home maintenance and repair services specializing in heating, ventilation and air conditioning, plumbing, electrical and water quality services.

Russell readies close

In other news, Russell Investment Management LLC expects to close on Thursday on its $888,708,082 extended senior secured first-lien term loan B (Ba2/BB-) due May 30, 2025, according to a market source.

As previously reported, the extended term loan is priced at Libor plus 300 bps with a 1% Libor floor and was sold at an original issue discount/extension fee of 99.5/50 bps. The debt has 101 soft call protection for six months.

During syndication, the extended term loan was downsized from $996 million and the spread firmed at the low end of the Libor plus 300 bps to 325 bps talk.

Barclays is the lead on the deal.

Proceeds will be used to amend and extend by two years the maturity of a portion of an existing term loan due May 30, 2023 that is priced at Libor plus 275 bps with a 1% Libor floor. The remaining $107,168,255 of term loan B debt will continue to mature on May 30, 2023.

Russell is a Seattle-based asset manager.

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