Trace3, Inmar break; ExamWorks, APi, Carnival changes emerge; Trade Me, IMA accelerated

By Sara Rosenberg

New York, Oct. 6 – Trace3 (Escape Velocity Holdings Inc.) set the spread on its first-lien term loan at the low end of talk and revised the issue price, and Inmar Inc. increased the size of its incremental first-lien term loan and firmed the original issue discount at the tight end of guidance, and then these deals made their way into the secondary market on Wednesday.

Also, ExamWorks lowered price talk on its first-lien term loan and removed one margin step-down, APi Group Inc. modified the original issue discount on its incremental first-lien term loan B, and Carnival Corp. upsized its first-lien term loan B.

In addition, Trade Me Group Ltd. (Titan Acquisitionco) and IMA Financial Group accelerated the commitment deadlines for their term loans.

Furthermore, Primary Products Finance LLC and Informatica LLC released price talk with launch, and LaserShip Inc., Clubessential (CE Intermediate I LLC) and HelpSystems (HS Purchaser LLC) joined this week’s primary calendar.

Trace3 tweaked, trades

Trace3 finalized pricing on its $415 million seven-year first-lien term loan (B3/B) at Libor plus 425 basis points, the low end of the Libor plus 425 bps to 450 bps talk, and adjusted the original issue discount to 99.5 from 99, according to a market source.

The 0.5% Libor floor and 101 soft call protection for six months on the first-lien term loan were unchanged.

Recommitments were due at noon ET on Wednesday and the first-lien term loan freed to trade in the afternoon, with levels quoted at 99 7/8 bid, par 3/8 offered, another source added.

The company’s $700 million of credit facilities also include a $150 million ABL revolver and a $135 million privately placed second-lien term loan.

Credit Suisse Securities (USA) LLC, Jefferies LLC and Wells Fargo Securities LLC are leading the deal that will be used to help fund the buyout of the company by American Securities from H.I.G. Capital.

Trace3 is an Irvine, Calif.-based technology solutions partner to enterprise and mid-market customers.

Inmar upsizes, frees up

Inmar raised its fungible incremental covenant-lite first-lien term loan due May 2024 to $170 million from $150 million and set the original issue discount at 99.75, the tight end of the 99.5 to 99.75 talk, a market source remarked.

Pricing on the incremental term loan is Libor plus 400 bps with a 1% Libor floor, in line with the existing term loan.

Recommitments were due at 11 a.m. ET on Wednesday and the incremental term loan broke later in the day, with levels quoted at par bid, par ¼ offered, another source added.

Credit Suisse Securities (USA) LLC is leading the deal that will be used for acquisition financing, to pay down a revolver draw and to pay fees and expenses.

Inmar is a Winston-Salem, N.C.-based technology enabled promotion and inventory, logistics and settlement services company.

ExamWorks revised

ExamWorks trimmed price talk on its $1.7 billion seven-year first-lien term loan (B1/B) to a range of Libor plus 325 bps to 350 bps from Libor plus 375 bps and removed one pricing step-down, leaving one step-down in place, according to a market source.

As before, the first-lien term loan is talked with a 0.5% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months.

Commitments continue to be due at noon ET on Thursday, the source added.

The company is also getting a $540 million privately placed second-lien term loan.

BofA Securities Inc., Goldman Sachs Bank USA, Barclays, Deutsche Bank Securities Inc., Truist, Nomura, Jefferies LLC, BNP Paribas Securities Corp. and Societe Generale are leading the deal that will be used to help fund the buyout of the company by CVC Capital Partners. The company’s current owners, Leonard Green & Partners LP and GIC, will retain significant equity stakes in the business.

Closing is expected this year, subject to customary conditions and receipt of required regulatory approvals.

ExamWorks is an Atlanta-based provider of independent medical examinations, peer reviews, bill reviews, Medicare compliance, record retrieval, document management and related services.

APi tightens

APi Group revised the original issue discount on its $1.1 billion seven-year senior secured incremental covenant-lite first-lien term loan B (Ba1/BB-) to 99.5 from 99, a market source said.

Pricing on the term loan remained at Libor plus 275 bps with a 0% Libor floor, and the debt still has 101 soft call protection for six months.

Commitments continue to be due at noon ET on Thursday, the source added.

Citigroup Global Markets Inc., Barclays, RBC Capital Markets, UBS Investment Bank, JPMorgan Chase Bank, U.S. Bank and Blackstone are leading the deal that will be used with $300 million of senior unsecured notes, cash on hand and a perpetual preferred equity financing to fund the acquisition of the Chubb Fire & Security business from Carrier Global Corp. for $2.9 billion cash and about $200 million of assumed liabilities and other adjustments.

Closing is expected in early January, subject to a consultation process and standard regulatory approvals.

APi is a New Brighton, Minn.-based business services provider of safety, specialty and industrial services. Chubb is a U.K.-based fire safety and security provider.

Carnival upsizes

Carnival raised its seven-year senior secured first-lien term loan B to $2.31 billion from $1.5 billion, according to a market source.

The term loan is still talked at Libor plus 325 bps with a 0.75% Libor floor and an original issue discount of 98.75 to 99, and has 101 hard call protection for one year.

Commitments are due at 5 p.m. ET on Thursday, accelerated from noon ET on Friday, the source added.

JPMorgan Chase Bank is leading the deal that will be used to redeem 11½% first priority senior secured notes due April 1, 2023 and to pay related accrued interest, fees and expenses.

Carnival is a Miami-based cruise operator.

Trade Me accelerated

Trade Me Group moved up the commitment deadline for its $775 million equivalent U.S and New Zealand dollar seven-year first-lien term loan (B2/B-) to 10 a.m. ET on Thursday from 5 p.m. ET on Thursday, a market source said.

The U.S. portion of the term loan, which will have a minimum size of $600 million, is talked at Libor plus 400 bps to 425 bps with a 0.5% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

The company is also getting a $107 million revolver and a $331 million privately placed second-lien term loan.

Credit Suisse Securities (USA) LLC is the left lead on the deal that will be used to repay existing debt and fund a shareholder distribution.

Trade Me is an operator of online classified marketplaces for motor vehicles, property and jobs in New Zealand.

IMA moves deadline

IMA Financial accelerated the commitment deadline for its $530 million term loan to noon ET on Friday from Tuesday, according to a market source.

Talk on the term loan is Libor plus 400 bps to 425 bps with a 0.5% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

BMO Capital Markets, JPMorgan Chase Bank, Citigroup Global Markets Inc. and U.S. Bank are leading the deal that will be used to refinance about $250 million of existing debt and fund acquisitions under letters-of-intent.

IMA Financial is an insurance brokerage firm.

Primary Products guidance

Primary Products held its call on Wednesday morning and announced price talk on its $1.06 billion seven-year term loan (B1/BB-) at Libor plus 375 bps to 400 bps with a 0.5% Libor floor and an original issue discount of 99 to 99.5, a market source remarked.

The term loan has 101 soft call protection for six months and customary ticking fees.

Commitments are due at noon ET on Oct. 21, the source added.

Barclays, Wells Fargo Securities LLC, Rabobank, BNP Paribas Securities Corp., Goldman Sachs Bank USA, Societe Generale and Stifel are leading the deal that will be used to help fund the acquisition by KPS Capital Partners LP of a controlling stake in Tate & Lyle plc’s Primary Products business in North America and Latin America and its interests in the Almidones Mexicanos SA de CV and DuPont Tate & Lyle Bio-Products Co. LLC joint ventures through a newly formed company for an enterprise value of $1.7 billion.

KPS and Tate & Lyle will each own about 50% of the newly formed company.

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

Primary Products is a provider of nutritive sweeteners, industrial starches, acidulants and other corn-derived products.

Informatica holds call

Informatica held a lender call at 2 p.m. ET to launch a $1.425 billion first-lien term loan (B1/BB-) and a €387 million first-lien term loan (B1/BB-), a market source said.

The U.S. term loan is talked at Libor plus 300 bps with a 0% Libor floor and an original issue discount of 99.5 to 99.75, and the euro term loan is talked at Euribor plus 325 bps with a 0% floor and a discount of 99.75 to par, the source continued. Both term loans have 101 soft call protection for six months.

Commitments are due on Oct. 13, the source added.

JPMorgan Chase Bank is leading the deal that will be used with funds from an initial public offering of class A common stock to refinance existing debt.

The company also plans to get a $250 million amended revolver (B1/BB-).

Informatica is a Redwood City, Calif.-based provider of enterprise cloud data management software and services.

LaserShip on deck

LaserShip will hold a bank meeting at 2 p.m. ET on Thursday to launch $925 million of incremental bank debt, split between a $50 million incremental revolver due May 7, 2026, a fungible $650 million incremental first-lien term loan (B-) due May 7, 2028 and a fungible $225 million incremental second-lien term loan (CCC) due May 7, 2029, according to a market source.

Jefferies LLC, RBC Capital Markets, Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc. and UBS Investment Bank are leading the deal that will be used to fund the acquisition of OnTrac Logistics Inc.

Pro forma for the transaction, the revolver will total $125 million, the first-lien term loan will total $1.325 billion and the second-lien term loan will total $430 million.

LaserShip is a regional last mile parcel delivery provider in the eastern U.S. with a focus on business to consumer deliveries for e-commerce retailers. OnTrac is a Chandler, Ariz.-based logistics company.

Clubessential joins calendar

Clubessential set a lender call for noon ET on Thursday to launch a $300 million 5.5-year term loan, a market source remarked.

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

Barclays is the left lead on the deal that will be used to refinance existing debt and recapitalize the company following a minority investment by Silver Lake Partners. Existing majority shareholder Battery Ventures will make a follow-on investment in the company as part of the transaction.

Clubessential is a provider of vertical SaaS and payments solutions serving member-based organizations such as country clubs, social clubs, golf courses, fitness studios and gyms, government-operated parks and recreation facilities and selected affiliate sports organizations.

HelpSystems readies deal

HelpSystems scheduled a lender call for 4 p.m. ET on Thursday to launch $340 million of term loans, according to a market source.

The debt consists of a fungible $195 million incremental first-lien term loan due November 2026 priced at Libor plus 400 bps with a 0.75% Libor floor and a fungible $145 million incremental second-lien term loan due November 2027 priced at Libor plus 675 bps with a 0.75% Libor floor.

The incremental first-lien term loan is talked with an original issue discount of 99.5 to 99.75 and has 101 soft call protection until Dec. 22, 2021, and the incremental second-lien term loan is talked with a discount of 99.75 to par and has hard call protection of 102 until May 19, 2022 and 101 until May 19, 2023, the source continued.

Jefferies LLC and Golub are leading the deal that will fund two acquisitions currently under exclusivity.

With this transaction, the company is looking to amend its credit agreement to reset certain leverage ratios to reflect the pro forma capitalization at close.

Commitments and consents are due at 4 p.m. ET on Oct. 13, the source added.

HelpSystems is an Eden Prairie, Minn.-based provider of IT operations management and monitoring, cybersecurity and business intelligence software.

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