RealPage, Zayo, BMC, Thryv break; National Mentor, Ravago, Form Technologies updates emerge

By Sara Rosenberg

New York, Feb. 18 – RealPage Inc. trimmed pricing on its first-lien term loan B, added a step-down, cut the Libor floor and revised the original issue discount before freeing up for trading late in the day on Thursday.

Also, Zayo Group Holdings Inc. modified the issue price on its incremental first-lien term loan and then broke for trading, and deals from BMC Software (Boxer Parent Co. Inc.) and Thryv Inc. hit the secondary market as well.

In more happenings, National Mentor moved some funds between its first-and second-lien term loans, and updated spreads and issue prices on the debt, and Ravago Holdings America Inc. set pricing on its term loan B at the low end of guidance and tightened the original issue discount.

Additionally, Form Technologies trimmed the spread on its first-out term loan and Spectrum Brands Inc. accelerated the commitment deadline for its term loan B.

Furthermore, S&S Holdings LLC, CCRR Parent, Storable Inc. (EQT Box Merger Sub Inc.), Kodiak Building Partners and Science Applications International Corp. released price talk with launch.

And, Clarios Global LP, Fort Dearborn Holding Co. Inc., CSC ServiceWorks Holdings LLC, Renaissance Learning (Renaissance Holding Corp.), Kofax (Project Leopard Holdings Inc.), Applied Systems Inc. and Ultra Clean Holdings Inc. all joined the near-term primary calendar.

RealPage reworked

RealPage reduced pricing on its $2.75 billion seven-year first-lien term loan B (B2/B/B+) to Libor plus 325 basis points from talk in the range of Libor plus 350 bps to 375 bps, added a 25 bps step-down at 4.6x first-lien net leverage, revised the Libor floor to 0.5% from 0.75% and changed the original issue discount to 99.75 from 99.5, according to a market source.

The first-lien term loan still has 101 soft call protection for six months and a ticking fee of half the margin from days 61 to 90 and the full margin thereafter.

The company’s $4 billion of senior secured credit facilities also include a $250 million revolver (B2/B/B+) and a $1 billion privately placed second-lien term loan (//CCC+).

Goldman Sachs Bank USA, Credit Suisse Securities (USA) LLC, UBS Investment Bank, Apollo, Barclays, BMO Capital Markets, Deutsche Bank Securities Inc., KKR Capital Markets, Nomura Securities International Inc., RBC Capital Markets, TB Credit, Truist Securities Inc., Wells Fargo Securities LLC and Stone Point are leading the deal.

RealPage frees up

Recommitments for RealPage’s first-lien term loan B were due at 1 p.m. ET on Thursday and the debt freed to trade late in the day, with levels quoted at par bid, par ½ offered, another source added.

The new debt will be used with $7.36 billion of equity to fund the buyout of the company by Thoma Bravo for $88.75 in cash per share. The transaction is valued at $10.2 billion, including net debt.

Closing is expected in the second quarter, subject to customary conditions, including RealPage shareholder approval, expiration or early termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, and receipt of other required regulatory approvals.

RealPage is a Richardson, Tex.-based provider of software and data analytics to the real estate industry.

Zayo updated, breaks

Zayo Group revised the issue price on its fungible $205 million incremental covenant-lite first-lien term loan (B1/B) due March 2027 to par from 99.75, a market source remarked.

Pricing on the incremental term loan is Libor plus 300 bps with a 0% Libor floor, in line with existing term loan pricing.

Commitments were due at 2:30 p.m. ET on Thursday, accelerated from 5 p.m. ET on Thursday, and the loan broke for trading later in the day, with levels quoted at par bid, par ¼ offered, another source added.

Credit Suisse Securities (USA) LLC and Morgan Stanley Senior Funding Inc. are leading the deal that will be used to refinance unsecured notes.

Zayo is a Boulder, Colo.-based provider of mission-critical bandwidth to companies.

BMC hits secondary

BMC Software’s $2.884 billion covenant-lite term loan (B2/B-) due October 2025 freed up, with levels quoted at par bid, par 3/8 offered, according to a market source.

Pricing on the term loan is Libor plus 375 bps with a 0% Libor floor and it was issued at par.

The company is also getting a €1.2 billion covenant-lite term loan (B2/B-) due October 2025 priced at Euribor plus 400 bps with a 0% floor and issued at par.

Both term loans have 101 soft call protection for six months.

During syndication, the U.S. term loan was downsized from $3.234 billion and pricing firmed at the low end of the Libor plus 375 bps to 400 bps talk, and the euro term loan was upsized from €911 million and the spread finalized at the low end of the Euribor plus 400 bps to 425 bps talk.

Credit Suisse Securities (USA) LLC is the left lead on the deal that will be used to reprice an existing U.S. term loan down from Libor plus 425 bps with a 0% Libor floor and an existing euro term loan down from Euribor plus 475 bps with a 0% floor.

BMC is a Houston-based provider of software solutions that enable businesses to monitor, manage, automate and secure mission-critical IT workloads.

Thryv starts trading

Thryv’s $700 million five-year term loan B (B3/B) began trading during the session as well, with levels quoted at 97½ bid, 98½ offered, a market source remarked.

Pricing on the term loan is Libor plus 850 bps with a 1% Libor floor and it was sold at an original issue discount of 97. The debt has soft call protection of 102 in year one and 101 in year two.

During syndication, the discount on the term loan widened from 98, the call protection was changed from 101 for one year and amortization was increased to 10% per annum from 7.5%.

Wells Fargo Securities LLC is leading the deal that will be used to refinance existing debt, fund the acquisition of Sensis Holding Ltd., a provider of marketing solutions serving small- to medium-sized businesses in Australia, and pay related transaction fees and expenses.

Thryv is a Dallas-based provider of print and digital marketing solutions and Software as a Service end-to-end customer experience tools to small- to medium-sized businesses.

National Mentor restructured

Back in the primary market, National Mentor raised its seven-year first-lien term loan (B1/B) to $1.5 billion from $1.43 billion and scaled back its eight-year second-lien term loan (Caa1/CCC+) to $180 million from $250 million, a market source said.

Furthermore, pricing on the first-lien term loan, the $165 million delayed-draw first-lien term loan (B1/B) and $50 million first-lien term loan C (B1/B) was set at Libor plus 375 bps, the low end of the Libor plus 375 bps to 400 bps talk, and the original issue discount was revised to 99.5 from 99, the source continued.

Delayed-draw term loan ticking fees are half the spread from days 31 to 60 and the full spread thereafter.

Pricing on the second-lien term loan was cut to Libor plus 725 bps from Libor plus 750 bps and the discount was revised to 99 from 98.5.

As before, the first-lien term loan debt has a 0.75% Libor floor and 101 soft call protection for six months, and the second-lien term loan has a 0.75% Libor floor and call protection of 102 in year one and 101 in year two.

National Mentor leads

Goldman Sachs Bank USA, UBS Investment Bank, Barclays, RBC Capital Markets, KeyBanc Capital Markets, BMO Capital Markets, BofA Securities Inc. and Fifth Third are leading National Mentor’s bank debt.

Recommitments were due at 1 p.m. ET on Thursday and allocations went out later in the day, the source added.

Proceeds will be used to refinance existing debt and fund a distribution to current shareholders.

Centerbridge is the sponsor.

National Mentor is a Boston-based provider of home- and community-based health and human services for individuals with intellectual, developmental, physical or behavioral disabilities and other special needs.

Ravago tweaked

Ravago finalized pricing on its $325 million seven-year covenant-lite term loan B (B1//BB) at Libor plus 250 bps, the low end of the Libor plus 250 bps to 275 bps talk, and moved the original issue discount to 99.75 from 99.5, according to a market source.

As before, the term 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.

Wells Fargo Securities LLC is leading the deal that will be used to refinance an existing term loan B, pay off an intercompany loan from Ravago SA established to fund Blue Tree’s acquisition of Bamberger, fund a distribution to the Ultimate Parent and pay related transaction fees and expenses.

Ravago is a distributor of plastic resins in North and Latin America and an indirect subsidiary of Luxembourg-based Ravago SA.

Form Technologies modified

Form Technologies lowered pricing on its $640 million first-out term loan due July 2025 to Libor plus 475 bps from Libor plus 500 bps, according to a market source.

The term loan has a 25 bps step-down at B3/B- ratings, a 1% Libor floor and hard call protection of 102 in year one and 101 in year two.

J.P. Morgan Securities LLC is leading the deal that will be used to help refinance/extend existing term loan debt.

Lenders are offered a 50 bps consent fee on the existing term loan and 100 bps PIK on extended term loan amounts.

Form Technologies is a Charlotte, N.C.-based precision component manufacturer.

Spectrum moves deadline

Spectrum Brands accelerated the commitment deadline for its $350 million term loan B (Ba1/BB-) to noon ET on Friday from noon ET on Tuesday, a market source said.

Talk on the term loan is Libor plus 225 bps to 250 bps with a 0.5% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months.

RBC Capital Markets is the left lead on the deal that will be used with an offering of new notes and cash on hand to redeem 6 1/8% senior notes due 2024 and 5¾% senior notes due 2025.

Spectrum Brands is a Middleton, Wis.-based consumer products company.

S&S launches

S&S Holdings held its call on Thursday and announced price talk on its $600 million seven-year first-lien term loan (B2/B-) and $200 million eight-year second-lien term loan (Caa1/CCC), according to a market source.

Talk on the first-lien term loan is Libor plus 425 bps to 450 bps with a 0.5% Libor floor and an original issue discount of 99, and talk on the second-lien term loan is Libor plus 825 bps with a 0.5% Libor floor and a discount of 98 to 98.5, the source said.

The first-lien term loan has 101 soft call protection for six months and the second-lien term loan has call protection of 102 in year one and 101 in year two.

The company’s $1.025 billion of credit facilities also include a $225 million five-year ABL revolver.

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

Barclays, Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC, BMO Capital Markets, BNP Paribas Securities Corp., Citizens, Natixis and Truist are leading the deal that will be used to help fund the buyout of the company by Clayton, Dubilier & Rice, which is expected to close this quarter.

S&S is a Bolingbrook, Ill.-based distributor of imprintable apparel and accessories.

CCRR reveals guidance

CCRR Parent came out with talk of Libor plus 450 bps to 475 bps with a 0.75% Libor floor, an original issue discount of 99 and 101 soft call protection for six months on its $500 million term loan in connection with its lender call, a market source remarked.

The company’s $550 million of credit facilities (B2/B) also include a $50 million revolver.

Commitments are due on March 3, the source added.

Citizens Bank and UBS Investment Bank are leading the deal that will be used to help fund the acquisitions by Cornell Capital LLC and Trilantic North America of trustaff Management Inc., CardioSolution and Stella.ai Inc. and merger of the three companies to create a healthcare staffing platform with a technology-driven approach.

Storable sets talk

Storable released talk of Libor plus 375 bps with a 0.75% Libor floor and an original issue discount of 99.5 on its $425 million seven-year senior secured covenant-lite first-lien term loan shortly before its 2 p.m. ET call began, according to a market source.

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

Commitments are due at 5 p.m. ET on March 4.

Credit Suisse Securities (USA) LLC, Antares Capital and Mizuho are leading the deal that will be used to help fund the buyout of the company by EQT Private Equity.

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

Storable is an Austin, Tex.-based provider of software, payments, insurance and marketplace solutions to the self-storage industry.

Kodiak proposed terms

Kodiak Building Partners held its call in the morning, launching its $540 million seven-year term loan B at talk of Libor plus 375 bps with a 0.75% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, a market source said.

The company’s $740 million of credit facilities also include a $200 million five-year ABL revolver.

Commitments are due at noon ET on March 3.

RBC Capital Markets is the left lead on the deal that will be used to refinance the company’s capital structure and pay a shareholder dividend.

Kodiak Building is a Highlands Ranch, Colo.-based building products distribution platform and provider of fabrication and assembly services.

Science repricing

Science Applications launched on its afternoon call a $272 million senior secured covenant-lite term loan B-2 due March 13, 2027 talked at Libor plus 187.5 bps with a 0% Libor floor, a par issue price and 101 soft call protection for six months, according to a market source.

Existing lender consents are due at 5 p.m. ET on Monday and new lender commitments are due at noon ET on Tuesday, the source added.

Citigroup Global Markets Inc. is leading the deal that will be used to reprice an existing term loan B-2 down from Libor plus 225 bps with a 0% Libor floor.

Science Applications is a Reston, Va.-based technology integrator.

Clarios readies deal

Clarios set a lender call for 10 a.m. ET on Friday to launch a repricing of its existing U.S. term loan B (B1/B/B+) due April 30, 2026 and a repricing of its existing euro term loan B (B1/B/B+) due April 30, 2026, according to a market source.

Talk on the U.S. term loan is Libor plus 300 bps to 325 bps with a 0% Libor floor and a par issue price, and talk on the euro term loan is Euribor plus 325 bps to 350 bps with a 0% floor and an original issue discount of 99.75, the source said. Both term loans are talked with 101 soft call protection for six months.

The U.S. term loan is currently sized at $4.072 billion and the euro term loan is currently sized at €1.89 billion, but there is expected to be an up to $200 million equivalent paydown of the debt, with the split of how much of each tranche will be repaid still to be determined.

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

J.P. Morgan Securities LLC and Barclays are leading the deal. JPMorgan is the left lead on the U.S. loan and Barclays is the left lead on the euro loan.

Clarios is a Milwaukee-based supplier of low voltage automotive batteries.

Fort Dearborn on deck

Fort Dearborn scheduled a lender call for 10 a.m. ET on Friday to launch a fungible $90 million covenant-lite incremental first-lien term loan due Oct. 20, 2023, a market source remarked.

Like the existing term loan, the incremental term loan is priced at Libor plus 400 bps with a 1% Libor floor.

Original issue discount talk on the incremental term loan is not yet available.

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

Deutsche Bank Securities Inc. and Golub Capital are leading the deal that will be used to fund the acquisition of Hammer Packaging Corp.

Elk Grove, Ill.-based Fort Dearborn and West Henrietta, N.Y.-based Hammer Packaging are suppliers of labels.

CSC joins calendar

CSC ServiceWorks will hold a lender call at 10 a.m. ET on Friday to launch a $2 billion seven-year first-lien term loan, according to a market source.

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

Barclays, J.P. Morgan Securities LLC, BMO Capital Markets, Deutsche Bank Securities Inc. and Ares are leading the deal that will be used to refinance all of the company’s existing debt.

CSC ServiceWorks is a Plainview, N.Y.-based provider of technology-enabled laundry and air services.

Renaissance plans call

Renaissance Learning set a lender call for 10 a.m. ET on Friday to launch $493 million of term loans, a market source said.

The debt consists of a $358 million incremental first-lien term loan and a $135 million incremental second-lien term loan, the source added.

Barclays, Jefferies LLC, Nomura Securities, Macquarie Capital (USA) Inc., BMO Capital Markets and Madison are leading the deal that will be used to fund the acquisition of Nearpod.

Renaissance Learning is a Wisconsin Rapids, Wis.-based provider of software solutions for assessment, teaching and learning to K-12 schools and districts.

Kofax coming soon

Kofax scheduled a lender call for 11 a.m. ET on Friday to launch a new loan transaction, according to a market source.

Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, Deutsche Bank Securities Inc., UBS Investment Bank and Macquarie Capital (USA) Inc. are leading the deal.

Kofax is an Irvine, Calif.-based intelligent automation platform.

Applied Systems on deck

Applied Systems will hold a lender call at 10 a.m. ET on Friday to launch a fungible $420 million covenant-lite incremental first-lien term loan due September 2024, a market source remarked.

Pricing on the term loan is Libor plus 300 bps with a step-up to Libor plus 325 bps at more than 4.75x first-lien net leverage and a 1% Libor floor. Upon delivering Dec. 31, 2020 financials, the spread will be subject to the grid.

Original issue discount talk on the incremental term loan is not yet available, the source added.

Nomura Securities is leading the deal that will be used fund the acquisition of EZLynx, raise cash for general corporate purposes and pay fees and expenses.

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

Ultra Clean readies loan

Ultra Clean emerged with plans to hold a lender call at 1:30 p.m. ET on Monday to launch a fungible $355 million incremental first-lien term loan due Aug. 27, 2025, according to a market source.

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

Barclays is leading the deal that will be used to fund the acquisition of Ham-Let (Israel-Canada) Ltd. for about $348 million, which includes $287 million of equity value plus $61 million of net debt.

Closing is expected late this quarter or early next quarter, subject to customary conditions.

Ultra Clean is a Hayward, Calif.-based developer and supplier of critical subsystems, ultra-high purity cleaning, analytical and decontamination services for the semiconductor industry. Ham-Let is a manufacturer of Ultra-High Purity and industrial flow control systems largely used for the manufacturing of semiconductor devices.

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