Anticimex, viagogo, Whatabrands, Yahoo, Lucky Bucks, Jane Street loans free to trade

By Sara Rosenberg

New York, July 21 – Anticimex updated spreads on its term loans and added step-downs and viagogo finalized pricing on its incremental term loan at the low end of talk, and then both of these deals freed to trade on Wednesday.

Other deals to make their way into the secondary market during the session included Whatabrands LLC (Whataburger), Yahoo (Verizon Media), Lucky Bucks and Jane Street Group LLC.

In more happenings, DirecTV Financing LLC increased the size of its first-lien term loan, lowered pricing and changed the original issue discount, and Rough Country moved some funds between its first-and second-lien term loans and updated spreads as well as issue prices.

Also, Upstream Rehab (Upstream Holdco Inc.) tightened the original issue discount on its incremental first-lien term loan, and McGraw-Hill Education Inc. upsized its term loan B and set pricing at the wide end of revised guidance.

Additionally, Sovos Compliance LLC, Tekni-Plex Inc. (Trident TPI Holdings Inc.), Flow Control Group (FCG Acquisitions Inc.), Alvogen Pharma US Inc., RV Retailer, Jump Financial LLC and Alterra Mountain Co. released price talk with launch.

Furthermore, Veritext Corp. (VT TopCo Inc.), Ontic (Bleriot US Bidco Inc.), Generation Bridge LLC and MediaOcean LLC joined this week’s primary calendar.

Anticimex tweaked

Anticimex lowered pricing on its $815 million seven-year covenant-lite term loan B-1 to Libor plus 350 basis points from talk in the range of Libor plus 375 bps to 400 bps and added a 25 bps step-down at 5x senior secured net leverage, a market source said.

In addition, pricing on the company’s €685 million seven-year covenant-lite term loan B-2 was set at Euribor plus 375 bps, the low end of the Euribor plus 375 bps to 400 bps talk, a 25 bps step-down was added at 5x senior secured net leverage and a 25 bps step-down was added at 4.5x senior secured net leverage, the source continued.

Also, the company reduced pricing on its A$315 million seven-year covenant-lite term loan B-3 to BBSY plus 400 bps from BBSY plus 425 bps and a 25 bps step-down was added at 5x senior secured net leverage.

As before, the U.S. term loan has a 0.5% Libor floor and an original issue discount of 99.5, the euro term loan has a 0% floor and a discount of 99.5, the Australian term loan has a 0.5% floor and a discount of 99, and all of the term loans have 101 soft call protection for six months.

The term loans include ticking fees of half the margin from days 46 to 90 and the full margin thereafter.

Anticimex frees up

Recommitments for Anticimex’s loans were due at 10 a.m. ET on Wednesday, and the U.S. term loan broke for trading in the afternoon, with levels quoted at 99 7/8 bid, par 3/8 offered, a trader added.

Morgan Stanley is the left lead bookrunner on the U.S. and Australian term loans. Deutsche Bank is the left lead bookrunner on the euro term loan. Nordea and SEB are other euro physical bookrunners. DNB, Goldman Sachs, Swedbank, BofA Securities; BNP Paribas, Danske Bank and Mizuho are bookrunners.

Proceeds will be used to fund EQT Future’s acquisition of AnticimexNew TopholdingAB and refinance some existing debt.

Closing is expected in October.

Anticimex is a Stockholm, Sweden-based preventive pest control company.

viagogo updated, breaks

viagogo set pricing on its non-fungible $328 million incremental term loan at Libor plus 425 bps, the low end of the Libor plus 425 bps to 450 bps talk, a market source remarked.

The incremental term loan still has a 0.5% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months.

During the session, the incremental term loan made its way into the secondary market, with levels quoted at 99 5/8 bid, par offered, another source added.

JPMorgan Chase Bank is leading the deal that will be used to refinance existing debt.

viagogo is a Geneva-based online resale ticket marketplace.

Whatabrands starts trading

Whatabrands’ $2.3 billion seven-year covenant-lite first-lien term loan B freed to trade, with levels quoted at 99 7/8 bid, par 3/8 offered, a trader said.

Pricing on the term loan is Libor plus 325 bps with a 25 bps step-down at 5x net first-lien leverage and a 0.5% Libor floor. The debt was sold at an original issue discount of 99.5 and has 101 soft call protection for six months.

During syndication, pricing on the term loan was reduced from Libor plus 350 bps.

The company’s $2.5 billion of credit facilities (B2/B) also include a $200 million revolver.

Morgan Stanley Senior Funding Inc., BofA Securities Inc., JPMorgan Chase Bank and UBS Investment Bank are leading the deal that will be used to refinance an existing term loan B and facilitate a broader recapitalization.

Closing is expected during the week of Aug. 2.

Whatabrands is a San Antonio-based restaurant company.

Yahoo hits secondary

Yahoo’s bank debt began trading too, with the $650 million six-year term loan B quoted at 98¾ bid, 99¾ offered and the $850 million six-year high-yield style term loan B quoted at 98¾ bid, par offered, according to a market source.

Pricing on both term loans is Libor plus 550 bps with a 0.75% Libor floor and they were sold at an original issue discount of 98.5. The term loan B has 101 soft call protection for six months, and the high-yield style loan is non-callable for two years, then callable at par plus 50% of the margin in year three and callable at par plus 25% of the margin in year four. The loans have a ticking fee of half the margin from days 61 to 90 and the full margin thereafter.

During syndication, the term loan B was downsized from $750 million, the high-yield style term loan was upsized from $750 million, pricing on both loans was trimmed from Libor plus 600 bps and the discount on the loans was revised from 98.

The company’s $1.65 billion of credit facilities (B/BB+) also include a $150 million five-year revolver.

Yahoo being acquired

Proceeds from Yahoo’s credit facilities will be used with $500 million of privately placed HoldCo notes to help fund the buyout of Verizon Media by Apollo Global Management Inc. from Verizon for $4.25 billion in cash and preferred interests of $750 million. Verizon will receive and retain a 10% stake in the company.

Verizon Media will be known as Yahoo at the close of the transaction.

RBC Capital Markets, Barclays, BMO Capital Markets, Deutsche Bank Securities Inc., Mizuho Securities USA LLC and Jefferies LLC are leading the debt.

Closing is expected in the second half of this year, subject to certain closing conditions.

Yahoo is a technology and media company comprised of brands such as Yahoo and AOL.

Lucky Buck tops OID

Lucky Bucks’ $500 million first-lien term loan broke in the morning, with levels quoted at 98½ bid, 99 offered, a market source remarked.

Pricing on the term loan is Libor plus 550 bps with a 0.75% Libor floor and it was sold at an original issue discount of 98. The debt has 101 soft call protection for six months.

During syndication, pricing on the term loan firmed at the high end of the Libor plus 525 bps to 550 bps talk, the discount was changed from 99, the MFN was reduced to 50 bps with no sunset, the opening excess cash flow sweep was increased to 75%, the incremental was reduced to 75% of EBITDA and the incremental ratio test was reduced to 0.25x inside closing leverage.

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

Macquarie Capital (USA) Inc. and KeyBanc Capital Markets are leading the deal that will be used to refinance existing debt and fund a distribution.

Lucky Bucks is a Norcross, Ga.-based digital skill-based coin operated amusement machine route operator.

Jane Street breaks

Jane Street Group’s fungible $300 million add-on term loan B (BB-) began trading as well, with levels quoted at 99 bid, 99½ offered, according to a market source.

Pricing on the add-on term loan is Libor plus 275 bps with a 0% Libor floor and it was sold at an original issue discount of 99.

JPMorgan Chase Bank is leading the deal that will be used to enhance liquidity.

Jane Street is a New York-based quantitative trading firm with a focus on technology and collaborative problem solving.

DirecTV revised

Back in the primary market, DirecTV raised its six-year covenant-lite first-lien term loan to $3.9 billion from $3.1 billion, cut pricing to Libor plus 500 bps from Libor plus 525 bps, changed the original issue discount to 99 from 98 and reduced amortization to 9% per annum from 10% per annum, a market source said.

The term loan still has a 0.75% Libor floor and call protection of non-callable for one year, then at par.

The company’s now $4.4 billion of credit facilities (Ba3/BB/BBB-) also include a $500 million revolver.

Recommitments are due at 10 a.m. ET on Thursday, the source added.

Credit Suisse Securities (USA) LLC, BofA Securities Inc., Deutsche Bank Securities Inc., HSBC Securities (USA) Inc., BMO Capital Markets, Goldman Sachs Bank USA, Mizuho, MUFG, UBS Investment Bank, Barclays and Jefferies LLC are leading the deal.

DirecTV joint venture

Proceeds from DirecTV’s credit facilities will be used help fund the creation of the company through a joint venture with TPG Capital and AT&T Inc., under which AT&T is spinning off its DirecTV, AT&T TV and U-verse video services.

TPG Capital will contribute $1.8 billion in cash to DirecTV in exchange for preferred units senior preferred units with a 10% cash coupon and a 30% interest in the company. AT&T is getting $4.25 billion of junior preferred units with a 6.5% payment-in-kind coupon, an additional distribution preference of $4.2 billion and a 70% economic interest in the company.

Other funds for the transaction will come from $2.3 billion of senior secured notes, downsized from $3.1 billion.

DirecTV has an implied enterprise value of $16.25 billion.

Closing is expected in the second half of 2021, subject to customary conditions and regulatory reviews.

DirecTV is a video services company.

Rough Country reworked

Rough Country lifted its covenant-lite first-lien term loan to $585 million from $555 million, set pricing at Libor plus 375 bps, the low end of the Libor plus 375 bps to 400 bps talk, and modified the original issue discount to 99.75 from 99.5, according to a market source.

Additionally, the company trimmed its covenant-lite second-lien term loan to $175 million from $205 million, lowered pricing to Libor plus 675 bps from Libor plus 700 bps and firmed the discount at 99.5, the tight end of the 99 to 99.5 talk, the source said.

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

The company’s $810 million of credit facilities also include a $50 million revolver.

Commitments are due at noon ET on Friday, accelerated from noon ET on Monday, and allocations are expected on Monday, the source added.

Rough Country buyout

Rough Country will use its new credit facilities to help fund its acquisition by TSG Consumer Partners from Gridiron Capital. Upon closing, Gridiron Capital and Rough Country management will remain significant investors in the company.

Golub Capital and Jefferies LLC are leading the debt.

Closing is expected on July 28.

Rough Country is a Dyersburg, Tenn.-based provider of aftermarket performance-enhancing products and accessories to the truck, Jeep and SUV enthusiast market.

Upstream Rehab tightens

Upstream Rehab adjusted the original issue discount on its fungible $310 million covenant-lite incremental first-lien term loan (B2/B) due November 2026 to 99.75 from 99.5, a market source said.

The incremental term loan and repriced $573 million covenant-lite first-lien term loan (B2/B) due November 2026 are priced at Libor plus 425 bps with a 25 bps step-down at 5.65x total net leverage and a 0% Libor floor. The repriced loan is offered at par and all of the term loan debt has 101 soft call protection for six months.

Previously in syndication, pricing on the incremental term loan was cut from Libor plus 450 bps and the repricing of the existing term loan from Libor plus 450 bps was added to the transaction.

Commitments continued to be due at 5 p.m. ET on Wednesday, the source added.

Credit Suisse Securities (USA) LLC is leading the deal.

The incremental term loan will be used to fund the acquisition of Results Physiotherapy, a Nashville-based provider of physical therapy services.

Upstream Rehab is a Birmingham, Ala.-based provider of outpatient rehabilitation services.

McGraw-Hill upsizes

McGraw-Hill raised its seven-year term loan B to $1.55 billion from a revised amount of $1.5 billion and an initial size of $1.15 billion, and firmed pricing at Libor plus 475 bps, the high end of revised talk of Libor plus 450 bps to 475 bps, and up from initial talk in the range of Libor plus 425 bps to 450 bps, a market source remarked.

The New York-based learning science company’s term loan still has a 0.5% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

Earlier in syndication, the discount on the term loan was set at the wide end of the 99 to 99.5 talk.

BofA Securities Inc., BMO Capital Markets, Macquarie Capital (USA) Inc., BNP Paribas Securities Corp., Deutsche Bank Securities Inc., PNC Bank and UBS Investment Bank are leading the deal that will be used to help fund the buyout of the company by Platinum Equity from Apollo Global Management Inc. for about $4.5 billion.

Other funds for the transaction will come from $900 million of senior secured notes, downsized from a revised amount of $950 million and an initial amount of $1.15 billion, and $725 million of senior notes, downsized earlier from $875 million.

Closing is expected this summer, subject to customary conditions and regulatory approval.

Sovos proposed terms

Sovos held its call at 1:30 p.m. ET on Wednesday and, shortly ahead of the call, price talk on its $1.46 billion seven-year first-lien term loan (B3/B-) was announced at Libor plus 475 bps with a 0.75% Libor floor and an original issue discount of 99 to 99.5, according to a market source.

The term loan has 101 soft call protection for one year.

Of the total term loan amount, $215 million is delayed-draw and has a ticking fee of half the margin from days 61 to 90 and the full margin thereafter.

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

Credit Suisse Securities (USA) LLC, Fifth Third, Jefferies LLC and Mizuho are leading the deal that will be used to refinance existing debt, finance acquisition activity and fund a shareholder distribution.

Sovos Compliance is a provider of indirect tax and regulatory compliance software.

Tekni-Plex talk

Tekni-Plex held its call in the morning and, before the call started, talk on its $705 million seven-year incremental first-lien term loan (B2/B-) emerged at Libor plus 400 bps with a 0.75% Libor floor and an original issue discount of 99.5, a market source said.

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

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

Credit Suisse Securities (USA) LLC, BMO Capital Markets and Jefferies LLC are leading the deal that will be used to fund the acquisition of Grupo Phoenix and an additional tuck-in acquisition.

Tekni-Plex is a Wayne, Pa.-based provider of specialty packaging solutions. Grupo Phoenix is a manufacturer of rigid packaging.

Flow Control launches

Flow Control launched on its morning call its fungible upon draw $120 million 18-month delayed-draw first-lien term loan (B2/B-) due April 1, 2028 with original issue discount talk of 99.5 and its fungible upon draw $50 million 18-month delayed-draw second-lien term loan (Caa2/CCC) due April 1, 2029 with discount talk of 99, according to a market source.

Pricing on the delayed-draw first-lien term loan is Libor plus 375 bps with a 25 bps step-down at 5.9x total net leverage and upon an initial public offering, and a 0.5% Libor floor, and pricing on the delayed-draw second-lien term loan is Libor plus 675 bps with a 25 bps step-down upon an initial public offering and a 0.5% Libor floor. The first-lien term loan has 101 soft call protection until Oct. 1, and the second-lien term loan has the same 102, 101 call protection as the existing second-lien term loan.

Spreads and floors on the delayed-draw loans match pricing on the company’s existing term loans.

Delayed-draw ticking fees are half the spread from days 61 to 120 and the full spread thereafter.

Flow Control leads

Credit Suisse Securities (USA) LLC, UBS Investment Bank, KKR Capital Markets and SPC are the leading Flow Control’s term loans, with Credit Suisse the left lead on the first-lien loan and UBS the left lead on the second-lien loan.

Commitments are due at noon ET on Tuesday.

The new debt will be used to for working capital and other general corporate purposes.

Flow Control is a Charlotte, N.C.-based distributor and technical adviser for mission critical flow control and industrial automation products and related services.

Alvogen guidance

Alvogen came out with original issue discount talk of 96.25 on its fungible $135 million senior secured incremental first-lien term loan due December 2023 a few hours before its 2 p.m. ET lender call began, a market source remarked.

Pricing on the incremental term loan is Libor plus 525 bps with a 1% Libor floor, in line with existing term loan pricing.

Commitments are due at noon ET on July 28, the source added.

Jefferies LLC is leading the deal that will be used to refinance an existing term loan B due 2022 priced at Libor plus 475 bps with a 1% Libor floor.

Pro forma for the transaction, the 2023 term loan will total about $936,438,000.

Alvogen is a Pine Brook, N.J., pharmaceutical company that specializes in developing, licensing, manufacturing, marketing and distributing niche, complex generic and branded products.

RV Retailer OID talk

RV Retailer launched on its morning call its fungible $140 million incremental term loan (B+) due February 2028 and $40 million delayed-draw term loan (B+) due February 2028 with original issue discount talk of 99 to 99.25, according to a market source.

Pricing on the term loans is Libor plus 400 bps with a 0.75% Libor floor, in line with existing term loan pricing.

The incremental term loan has 101 soft call protection through Aug. 8.

Ticking fees on the delayed-draw loan are half the spread from days 46 to 90 and the full spread thereafter.

Commitments are due on July 29, the source added.

Goldman Sachs Bank USA is leading the deal that will be used to fund near-term acquisitions, add cash to balance sheet for future acquisitions and for general corporate purposes.

RV Retailer is a recreational vehicle retail company.

Jump holds call

Jump Financial held a lender call in the afternoon to launch a $400 million term loan B (Ba2/BB-) due 2028 talked at Libor plus 300 bps to 325 bps with a 0.5% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, a market source said.

Commitments are due at 5 p.m. ET on July 29, the source added.

JPMorgan Chase Bank is leading the deal that will be used for incremental trading capital and general corporate purposes.

Jump Financial is a Chicago-based quantitative trading firm.

Alterra comes to market

Alterra Mountain launched on an afternoon call a $1.848 billion term loan B due 2028 (B) talked at Libor plus 325 bps to 350 bps with a 0.5% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, according to a market source.

Commitments are due at 5 p.m. ET on July 28, the source added.

JPMorgan Chase Bank is the left lead on the deal that will be used to reprice, extend and combine into one tranche an existing term loan B due 2024 and an existing term loan B-2 due 2026.

Alterra is a Denver-based mountain resort and adventure company.

Veritext readies deal

Veritext set a bank meeting for 2 p.m. ET on Thursday to launch $725 million of credit facilities, according to a market source.

The facilities consist of a $55 million revolver (B) due 2025, a non-fungible $400 million incremental first-lien term loan (B) due August 2025, a $70 million delayed-draw for 24 months first-lien term loan (B) and a non-fungible $200 million incremental second-lien term loan (CCC+) due August 2026, the source said.

Included in the first-lien term loan is 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.

Jefferies LLC, BNP Paribas Securities Corp. and Macquarie Capital (USA) Inc. are leading the deal that will be used to fund a distribution to shareholders, pay down the existing revolver balance and extend the existing revolver by two years to 2025.

Veritext is a Livingston, N.J.-based provider of deposition and litigation support solutions for law firms and corporations.

Ontic joins calendar

Ontic scheduled a lender call for 11:30 a.m. ET on Thursday to launch a fungible $140 million incremental covenant-lite first-lien term loan due October 2026, a market source remarked.

Like the existing term loan, the incremental term loan is priced at Libor plus 400 bps with a 0% Libor floor and has 101 soft call protection through Aug. 16.

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

Nomura Securities and Macquarie Capital (USA) Inc. are leading the deal that will be used to repay an existing second-lien term loan and pay fees and expenses.

Ontic is a provider of OEM-licensed parts and aftermarket services for mature aerospace and defense platforms.

Generation Bridge on deck

Generation Bridge will hold a lender call at 10 a.m. ET on Thursday to launch $490 million of senior secured term loans, according to a market source.

The debt consists of a $480 million seven-year term loan B and a $10 million seven-year term loan C, both talked at Libor plus 500 bps with a 0.75% Libor floor, an original issue discount of 98 and 101 soft call protection for six months, the source continued.

The term loans have a ticking fee of half the spread from days 46 to 90 and the full spread thereafter.

Commitments are due at noon ET on Aug. 5, the source added.

Credit Suisse Securities (USA) LLC, Credit Agricole and Investec are leading the deal that will be used to fund the acquisition of power generation facilities from NRG Energy Inc.

Generation Bridge, a wholly owned subsidiary of ArcLight Energy Partners Fund VII LP, is an operator of power generation facilities.

MediaOcean plans call

MediaOcean emerged with plans to hold a lender call at 10 a.m. ET on Friday to launch a fungible $385 million add-on first-lien term loan, a market source said.

Macquarie Capital (USA) Inc. and Golub Capital are leading the deal that will be used to fund the acquisition of Flashtalking, an ad management platform.

Closing is expected in the third quarter.

MediaOcean is a New York-based software company for the advertising sector.

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