MKS breaks; Vistra, Virgin Media, GTT Communications, Masergy, Mister Car Wash revise deals

By Sara Rosenberg

New York, Dec. 12 – MKS Instruments Inc.’s repriced term loan B surfaced in the secondary market on Monday, with levels quoted well above its issue price.

Over in the primary market, Vistra Operations Co. LLC tightened the spread, Libor floor and original issue discount on its term loan B-2, and Virgin Media set pricing on its term loan I at the low end of guidance and modified the issue price.

Also, GTT Communications Inc. trimmed pricing on its term loan B and revised the original issue discount, and Masergy Communications Inc. increased the size of its first-lien term loan and updated first- and second-lien pricing.

In addition, Mister Car Wash upsized its add-on term loan while tightening the spread and issue price and adding a leverage-based step-down, and Calpine Corp. and Vertafore (VF Holding Corp.) emerged with repricing transactions.

Furthermore, Consolidated Communications Inc. and Halyard Health Inc. released price talk on their loans with launch, and Sinclair Television Group Inc. joined this week’s primary calendar.

MKS frees up

MKS Instruments’ $628 million covenant-light term loan B due April 29, 2023 began trading on Monday, with levels quoted at 101 bid, 102 offered, according to a trader.

Pricing on the term loan B is Libor plus 275 basis points with a 0.75% Libor floor, and it was issued at par. The debt has 101 soft call protection for six months.

Barclays is leading the deal that will be used to reprice the company’s existing term loan B from Libor plus 350 bps with a 0.75% Libor floor.

MKS is an Andover, Mass.-based provider of instruments, subsystems and process control solutions that measure, control, power, monitor and analyze critical parameters of advanced manufacturing processes.

Vistra revises loan

Moving to the primary market, Vistra Operations reduced pricing on its $1 billion seven-year covenant-light term loan B-2 to Libor plus 325 bps from Libor plus 350 bps, changed the Libor floor to 0.75% from 1% and moved the original issue discount to 99.75 from 99.5, according to a market source.

As before, the term loan has 101 soft call protection for six months.

Recommitments were due by the close of business on Monday, the source said.

Deutsche Bank Securities Inc., Barclays, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, RBC Capital Markets LLC, Natixis and UBS Investment Bank are leading the deal (Ba2/BB+) that will be used to fund a special dividend to the common shareholders of Vistra Energy Corp.

In addition, the company is seeking a $110 million upsizing to its existing revolver, which would bring the total revolver size to $860 million.

Vistra, formerly known as Texas Competitive Electric Holdings Co. LLC, is a Dallas-based power generator and retail electric provider.

Virgin Media updated

Virgin Media set pricing on its minimum $750 million eight-year term loan I (Ba3/BB-) at Libor plus 275 bps, the tight end of the Libor plus 275 bps to 300 bps talk, and revised the original issue discount to 99.75 from 99.5, a market source remarked.

The term loan still has no Libor floor and 101 soft call protection for six months.

Citigroup Global Markets Inc. is the global coordinator on the deal and joint bookrunner with Barclays, Bank of America Merrill Lynch, Credit Agricole CIB, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., J.P. Morgan Securities LLC and Scotiabank. Scotiabank is the administrative agent.

The company will use the new loan to refinance a £100 million term loan D in full, partially redeem the $900 million 5.375% senior secured notes due 2021, partially redeem the £990 million 6% senior secured notes due 2021 and pay related premiums, fees and expenses.

Virgin Media, a subsidiary of Liberty Global plc, is a Hook, England-based provider of broadband, TV, mobile phone and home phone services.

GTT modifies pricing

GTT Communications cut the spread on its $700 million seven-year covenant-light term loan B to Libor plus 400 bps from talk of Libor plus 425 bps to 450 bps and changed the original issue discount to 99.5 from 99, according to a market source.

The term loan B still has a 1% Libor floor and 101 soft call protection for six months.

The company’s $775 million credit facility (B1/B+) also includes a $75 million five-year revolver.

Recommitments were due at 5 p.m. ET on Monday, the source said.

KeyBanc Capital Markets Inc., Credit Suisse Securities (USA) LLC and SunTrust Robinson Humphrey Inc. are leading the deal.

GTT buying Hibernia

Proceeds from GTT’s credit facility and $300 million of senior unsecured notes will be used to fund the acquisition of Hibernia Networks and to refinance existing debt.

The ratio of total net debt to adjusted EBITDA at closing is expected to be about 4.5 times using pro forma combined third-quarter 2016 annualized adjusted EBITDA plus anticipated cost synergies.

Closing is expected by the end of first quarter 2017, subject to regulatory approvals and other customary conditions.

GTT is a McLean, Va.-based cloud networking provider. Hibernia is a provider of high-speed network connectivity solutions and an owner of terrestrial and subsea fiber assets.

Masergy changes surface

Masergy Communications raised its seven-year covenant-light first-lien term loan (B2/B) to $347.5 million from $332.5 million, firmed pricing at Libor plus 450 bps, the low end of the Libor plus 450 bps to 475 bps talk, and changed the original issue discount to 99.5 from 99, while leaving the 1% Libor floor and 101 soft call protection for six months unchanged, a market source said.

As for the company’s $140 million eight-year covenant-light second-lien term loan (Caa2/CCC+), the discount was modified to 99 from 98.5, while pricing was left at Libor plus 850 bps with a 1% Libor floor, the source continued. This tranche still has call protection of 102 in year one and 101 in year two.

The company’s now $537.5 million credit facility also includes a $50 million five-year revolver (B2/B).

Recommitments were due at 4 p.m. ET on Monday.

Masergy being acquired

Proceeds from Masergy’s credit facility will be used to help fund its buyout by Berkshire Partners LLC.

Because of the first-lien term loan upsizing, the cash equity for the transaction is decreasing by $15 million, the source added.

Jefferies Finance LLC and Antares Capital are the leads on the deal, with Jefferies the left lead on the first-lien loan and Antares the left lead on the second-lien loan.

Masergy is a Plano, Texas-based provider of hybrid networking, managed security and cloud communications solutions.

Mister Car Wash reworked

Mister Car Wash increased its fungible funded add-on term loan to $200 million from $180 million, reduced pricing on the funded tranche, as well as on a $40 million delayed-draw term loan, to Libor plus 425 bps from Libor plus 450 bps, added a step-down to Libor plus 400 bps at 4 times first-lien gross leverage and revised the original issue discount to 99.25 from 99, a source remarked.

As before, the loans include a 1% Libor floor and 101 soft call protection for six months, and the delayed-draw tranche is available for one year, subject to pro forma net leverage of 4.5 times, and has a fee of half the spread from days 31 to 90 and the full spread thereafter.

In connection with this transaction, pricing on the company’s existing $196 million term loan will be lifted from Libor plus 400 bps with a 1% Libor floor to match pricing on the add-on term loan.

Recommitments were due at 3 p.m. ET on Monday, the source continued.

Mister Car Wash leads

Jefferies Finance LLC, BMO Capital Markets Corp., UBS Investment Bank and Nomura are leading Mister Car Wash’s new loans.

Proceeds will be used to repay revolver borrowings and fund a distribution to sponsor Leonard Green, and the delayed-draw term loan will be used for acquisitions. As a result of the add-on term loan upsizing, the company’s privately placed add-on unsecured notes offering was reduced to $57.5 million from $67.5 million, bringing the total amount of notes outstanding to $145 million, and cash is being added to the balance sheet.

EBITDA is $85 million through the last 12 months to Nov. 30, up from $83 million through the last 12 months to Oct. 31, the source added.

Net first-lien leverage is 4.5 times, unchanged from launch of the new loans, and net total leverage is 6.2 times, down from 6.4 times at launch of the new loans.

Mister Car Wash is a Tucson, Ariz.-based car wash company.

Calpine repricing

Also in the primary market, Calpine launched a repricing of its existing $546 million first-lien term loan B-6 due January 2023 and its existing $561 million first-lien term loan B-7 due May 2023, with both tranches talked at talked at Libor plus 275 bps with no Libor floor, a par issue price and 101 soft call protection for six months, according to a market source.

The repricing will take the term loan B-6 down from Libor plus 300 bps with a 1% Libor floor and the term loan B-7 down from Libor plus 300 bps with no Libor floor.

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

Credit Suisse Securities (USA) LLC, Barclays, BNP Paribas Securities Corp., Credit Agricole and Deutsche Bank Securities Inc. are leading the deal (Ba2/BB).

Calpine is a Houston-based generator of electricity from natural gas and geothermal resources.

Vertafore holds call

Vertafore hosted a lender call at 3:30 p.m. ET to launch a repricing of its existing $1.1 billion covenant-light first-lien term loan (B2/B-) due June 2023 that is talked at Libor plus 325 bps to 350 bps with a 1% Libor floor, a par issue price and 101 soft call protection for six months, a market source said.

The repricing will take the term loan down from Libor plus 375 bps with a 1% Libor floor.

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

Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc. and Mizuho are leading the deal.

Vertafore is a Bothell, Wash.-based provider of software and information to the insurance distribution channel.

Consolidated sets talk

Consolidated Communications had its lenders’ presentation on Monday, launching its $935 million incremental seven-year senior secured term loan B-2 at talk of Libor plus 300 bps to 325 bps with a 1% Libor floor, an original issue discount of 99 to 99.5 and 101 soft call protection for six months, according to a market source.

The loan has a ticking fee starting on day 31 of the full spread plus the greater of the 1% Libor floor or three month adjusted Libor, the source said.

Commitments are due on Dec. 19.

Morgan Stanley Senior Funding Inc., MUFG, TD Securities (USA) LLC and Mizuho Bank Ltd. are leading the deal that is being obtained in connection with the acquisition of FairPoint Communications Inc. for 0.73 share of Consolidated Communications common stock for each share of FairPoint common stock. The all-stock merger transaction is valued at about $1.5 billion, including debt.

Consolidated repaying debt

Proceeds from Consolidated Communications’ incremental term loan B-2 and cash on hand, or other sources of liquidity, will be used to refinance FairPoint debt and pay fees and expenses associated with the transaction.

As of Sept. 30, FairPoint had net debt of around $887 million.

Pro forma for the transaction, the company will have net leverage as of Sept. 30 of about 3.8 times.

Closing is expected by mid-2017, subject to federal and state regulatory approvals, the approval of both companies’ shareholders and other customary conditions.

Consolidated Communications is a Mattoon, Ill.-based broadband and business communications provider. FairPoint is a Charlotte, N.C.-based provider of data, voice and video technologies.

Halyard releases guidance

Halyard Health came out with talk of Libor plus 275 bps with a 0.75% Libor floor, a par issue price and 101 soft call protection for six months on its $339,025,000 senior secured covenant-light first-lien term loan B (Ba2/BB-) due Oct. 31, 2021 that launched with a morning call, a market source remarked.

Commitments/consents are due at 5 p.m. ET on Thursday, the source added.

Morgan Stanley Senior Funding Inc. is leading the deal that will reprice an existing term loan down from Libor plus 325 bps with a 0.75% Libor floor.

Halyard Health is an Alpharetta, Ga.-based medical technology company focused on preventing infection, eliminating pain and speeding recovery.

Sinclair on deck

Sinclair Television Group set a lender call for Tuesday to launch an extension of its term loan B debt due April 9, 2020 and July 31, 2021 into one term loan B tranche due January 2024 talked at Libor plus 225 bps to 250 bps with no Libor floor and an original issue discount of 99.5, according to a market source.

J.P. Morgan Securities LLC is leading the deal.

With the extension, the company is also seeking to revise certain covenant ratio requirements.

Sinclair is a Hunt Valley, Md.-based television broadcasting company.

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