Castlelake, Conduent, Wrench Group break; RugsUSA, Loyalty, Florida Food, USNR revised

By Sara Rosenberg

New York, Oct. 8 – Castlelake Aviation Ltd. firmed the spread on its first-lien term loan B at the low side of guidance before freeing up for trading on Friday, and deals from Conduent Inc. and Wrench Group LLC made their way into the secondary market as well.

In other happenings, RugsUSA (Runner Buyer Inc.) raised pricing on its term loan B and sweetened the call protection, and Loyalty Ventures Inc. (LoyaltyOne) lifted pricing on its term loan B and set the original issue discount at the wide end of talk.

Also, Florida Food Products reworked its first- and second-lien term loan sizes, spreads, Libor floor and issue prices, USNR Wood Fiber raised pricing on its term loan B, and EyeCare Partners LLC moved up the commitment deadline for its term loans.

Furthermore, Anthology, Heubach Group, Filtration Group and AdThrive (CMI Marketing Inc.) joined the near-term primary calendar.

Castlelake updated, trades

Castlelake Aviation finalized pricing on its $1.18 billion five-year senior secured first-lien term loan B (Ba3/BB/BB+) at Libor plus 275 basis points, the low end of the Libor plus 275 bps to 300 bps talk, according to a market source.

The term loan still has a 0.5% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

Of the total term loan B amount, $200 million is a delayed-draw tranche with a ticking fee of half the margin from days 31 to 60.

On Friday, the term loan B broke for trading, with levels quoted at 99½ bid, par offered, a trader added.

Morgan Stanley Senior Funding Inc., Citigroup Global Markets Inc., MUFG, Goldman Sachs Bank USA, RBC Capital Markets, Barclays and Natixis are leading the deal that will be used with $420 million of unsecured notes to purchase the Day 1 Portfolio, refinance existing debt, capitalize the new corporate Castlelake entity and pay related fees and expenses. Citigroup is the administrative agent.

Closing is expected on Oct. 22.

Castlelake Aviation is a newly formed Ireland-based aircraft leasing company.

Conduent starts trading

Conduent’s $515 million seven-year term loan B emerged in the secondary market as well, with levels quoted at 99¼ bid, 99¾ offered, a market source said.

Pricing on the term loan B is Libor plus 425 bps with a 0.5% Libor floor, and it was sold at an original issue discount of 99. The loan has 101 soft call protection for six months.

During syndication, the spread on the term loan B finalized at the high end of the Libor plus 400 bps to 425 bps talk.

The company’s $1.33 billion of credit facilities (BB-) also include a $550 million five-year revolver and a $265 million five-year term loan A, with pricing on these tranches ranging from Libor plus 175 bps to 275 bps based on consolidated first-lien net leverage.

BofA Securities Inc. and Citigroup Global Markets Inc. are leading the deal that will be used with $520 million of secured notes to refinance the company’s existing capital structure.

Conduent is a Florham Park, N.J.-based provider of business process services.

Wrench hits secondary

Wrench Group’s fungible $220 million incremental first-lien term loan due April 30, 2026 and repriced $119.1 million incremental first-lien term loan due April 30, 2026 began trading too, with levels quoted at par bid, par 3/8 offered, a trader remarked.

Pricing on the incremental and repriced term loan debt is Libor plus 400 bps with a 0% Libor floor, and it was sold at an original issue discount of 99.75. The debt has 101 soft call protection for six months.

The currently non-fungible $119.1 million repriced term loan will become fungible with the existing first-lien term loan priced at Libor plus 400 bps with a 0% Libor floor and the new incremental first-lien term loan, creating one roughly $707.5 million tranche.

The company is also getting a fungible $70 million privately placed incremental second-lien term loan.

During syndication, the incremental first-lien term loan was upsized from $200 million as the incremental second-lien term was downsized from $90 million, the repricing of the existing $119.1 million incremental first-lien term loan down from Libor plus 450 bps with a 1% Libor floor was added to the transaction, the discount on the incremental first-lien term loan was changed from 99.25 and the discount on repriced loan was tightened from 99.5.

Wrench buying Morris

Proceeds from Wrench Group’s incremental first- and second-lien term loans will be used to fund the acquisition of Morris-Jenkins, a provider of air conditioning, heating and plumbing services in Charlotte, N.C., and the surrounding areas.

Jefferies LLC, Macquarie Capital (USA) Inc. and Antares Capital are leading the deal.

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

RugsUSA widens

Back in the primary market, RugsUSA lifted pricing on its $500 million seven-year senior secured term loan B (B2/B) to Libor plus 550 bps from Libor plus 500 bps and extended the 101 soft call protection to one year from six months, according to a market source.

As before, the term loan has a 0.75% Libor floor and an original issue discount of 99.

Final commitments were due at 3 p.m. ET on Friday, the source added.

Barclays, Jefferies LLC, Deutsche Bank Securities Inc. and Stifel are leading the deal that will be used to help fund the buyout of the company by Francisco Partners from Comvest Partners.

Closing is expected this year.

Koorosh Yaraghi, founder of RugsUSA, and Comvest Partners will retain a minority stake in the company.

RugsUSA is an e-commerce provider of area rugs and home decor products.

Loyalty Ventures revised

Loyalty Ventures changed price talk on its $500 million term loan B (B1/BB-) to a range of Libor plus 450 bps to 475 bps from Libor plus 425 bps, and then set the spread at Libor plus 450 bps, a market source said.

Also, the original issue discount on the term loan finalized at 98, the wide end of the 98 to 98.5 talk, the source added.

The term loan still has a 0.5% Libor floor and is non-callable for one year, then at 102 in year two and 101 in year three.

Commitments were due at 2 p.m. ET on Friday.

BofA Securities Inc., Deutsche Bank Securities Inc., MUFG, RBC Capital Markets, Morgan Stanley Senior Funding Inc., Regions Bank, Citizens Bank, Fifth Third, Truist, Wells Fargo Securities LLC, Mizuho, JPMorgan Chase Bank and Texas Capital are leading the deal that will be used to help fund the company’s spinoff from Alliance Data Systems Corp.

Closing is expected by the end of the year, subject to customary conditions.

Loyalty Ventures is comprised of Canadian Air Miles Reward Program, a loyalty program in Canada, and Netherlands-based BrandLoyalty, a provider of campaign-based loyalty solutions for high frequency retailers.

Florida Food reworked

Florida Food Products lifted its seven-year first-lien term loan to $353.5 million from $350 million, widened pricing to Libor plus 500 bps from talk in the range of Libor plus 425 bps to 450 bps, revised the Libor floor to 0.75% from 0.5% and changed the original issue discount to 98 from 99, according to a market source.

The company also upsized its eight-year second-lien term loan to $101 million from $100 million, raised pricing to Libor plus 800 bps form talk in the range of Libor plus 725 bps to 750 bps, changed the Libor floor to 0.75% from 0.5% and adjusted the discount to 97 from 98.

The first-lien term loan has 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.

JPMorgan Chase Bank is leading the deal that will be used to help fund the buyout of the company by Ardian from MidOcean Partners for an enterprise value in excess of $1 billion. MidOcean will retain a significant stake in the company.

Closing is expected in the fourth quarter.

Florida Food is a Eustis, Fla.-based producer of vegetable and fruit-based clean label ingredients.

USNR lifts spread

USNR Wood Fiber increased pricing on its $315 million seven-year term loan B to Libor plus 500 bps from Libor plus 475 bps, a market source said.

As before, the term loan has a 0.75% Libor floor, an original issue discount of 98.5 and 101 soft call protection for six months.

JPMorgan Chase Bank, Citizens Bank and US Bank are leading the deal that will be used to help fund the buyout of the company by One Equity Partners and merger of USNR LLC with Wood Fiber Group.

USNR is a Woodland, Wash.-based supplier of equipment and technologies for the wood processing industry. Wood Fiber is a manufacturer and supplier of consumable cutting tools, MRO supplies, technical services and cutting tool related maintenance equipment to the wood fiber processing industry.

EyeCare moves deadline

EyeCare Partners accelerated the commitment deadline for its $500 million seven-year incremental covenant-lite first-lien term loan (B) and $340 million eight-year second-lien covenant-lite term loan (CCC+) to 5 p.m. ET on Wednesday from 5 p.m. ET on Thursday, a market source remarked.

Talk on the incremental first-lien term loan is Libor plus 375 bps to 400 bps with a 0.5% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, and talk on the second-lien term loan is Libor plus 675 bps with a 0.5% Libor floor, an original issue discount of 99 and call protection of 102 in year one and 101 in year two.

Of the total first-lien term loan amount, $100 million is a delayed-draw tranche with ticking fees of half the margin from days 46 to 90 and the full margin thereafter.

Earlier in syndication, the syndicated second-lien term loan was added to the transaction.

Credit Suisse Securities (USA) LLC is the left lead on the deal that will be used for acquisition financing and to refinance an existing $150 million second-lien term loan.

EyeCare Partners is a St. Louis-based eye care services provider.

Anthology on deck

Anthology will hold a lender call at 10 a.m. ET on Tuesday to launch a $1.3 billion seven-year term loan B (//BB-), a market source said.

Commitments are due at 5 p.m. ET on Oct. 20, the source added.

JPMorgan Chase Bank, Goldman Sachs Bank USA, UBS Investment Bank and Macquarie Capital (USA) Inc. are leading the deal that will be used to help fund the acquisition of Blackboard.

The combined entity will be majority owned by Veritas Capital. Leeds Equity Partners will hold a minority stake in the company. Veritas and Leeds are currently the majority owners of Anthology. Providence Equity Partners LLC, Blackboard’s existing majority owner, will hold a minority stake in the combined company.

Closing is expected by the end of the year, subject to customary conditions and regulatory approvals.

Anthology is a Boca Raton, Fla.-based provider of higher education solutions that support the entire learner lifecycle. Blackboard is an EdTech software and solutions company.

Heubach coming soon

Heubach Group set a lender call for 10:30 a.m. ET on Tuesday to launch a $610 million seven-year term loan B (B2/B), according to a market source.

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

BofA Securities Inc., Citigroup Global Markets Inc., HSBC Securities (USA) Inc., KeyBanc Capital Markets, MUFG, Citizens Bank and ING are leading the deal that will be used to fund the acquisition of Clariant’s pigments business for about CHF 805 million, with additional consideration of CHF 50 million contingent on the 2021 financial performance of the business unit.

Closing is expected in the first half of 2022, subject to customary conditions and approvals.

Heubach is a producer of anti-corrosive pigments.

Filtration joins calendar

Filtration Group scheduled a lender call for 11 a.m. ET on Tuesday to launch a $600 million incremental first-lien term loan (B), a market source remarked.

Goldman Sachs Bank USA, JPMorgan Chase Bank and BMO Capital Markets are leading the deal that will be used with cash on hand to finance the acquisition of Columbus Industries.

Filtration Group is a provider of filtration solutions, serving a diverse portfolio of global end markets. Columbus Industries is a provider of high-end consumable air filters for critical indoor air quality applications.

AdThrive sets call

AdThrive emerged with plans to hold a lender call at 11 a.m. ET on Tuesday to launch a $399 million senior secured term loan B due 2028, according to a market source.

Morgan Stanley Senior Funding Inc. is the left lead on the deal that will be used to reprice an existing term loan B.

AdThrive is an ad management firm.

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