Tricor/Vistra breaks for trading; Intelsat strengthens on merger chatter; PDC holds call

By Sara Rosenberg

New York, March 29 – Tricor/Vistra (Thevelia (US) LLC) reduced the size of its U.S. incremental term loan B, increased the size of its euro incremental term loan B and firmed the original issue discount on both tranches at the tight end of revised guidance before freeing up for trading on Wednesday.

Also in the secondary market, Intelsat Jackson Holdings SA’s term loan headed higher on news that parent company Intelsat SA is in discussions with SES SA for a potential combination.

Meanwhile, in other happenings, PDC Wellness & Personal Care Co. (Parfums Holding Co. Inc.) approached lenders with an extension of its existing credit facilities, and Banijay joined this week’s primary calendar with a U.S. and euro term loan B that would be used to extend existing term loans.

Tricor reworked

Tricor/Vistra trimmed its U.S. incremental senior secured first-lien covenant-lite term loan B due June 2029 to $600 million from roughly $700 million, lifted its euro incremental senior secured first-lien covenant-lite term loan B due June 2029 to €816 million from €725 million, and set the original issue discount on both loans at 97.5, the tight end of the revised talk of 97 to 97.5 and tighter than initial talk in the range of 96 to 97, according to a market source.

As before, the U.S. term loan is priced at SOFR+CSA plus 475 basis points with a 0.5% floor, and the euro term loan is priced at Euribor plus 475 bps with a 0% floor. CSA on the U.S. loan is 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate.

Ticking fees on the U.S. term loan are half the spread from days 46 to 90 and the full spread thereafter.

Earlier in syndication, the floor on the U.S. term loan was modified from 0%, CSA was added, changes were made to the ratio debt incurrence test for pari debt, MFN trigger, restricted payments basket ratio, builder basket, contribution debt basket and consolidated EBITDA add-backs, asset sale step-downs were removed, and the company added quarterly and annual lender calls, a non-guarantor sublimit and J. Crew and Serta protections.

In addition to the U.S. and euro term loans, the company is getting a HK$1.36 billion incremental senior secured first-lien covenant-lite term loan B due June 2029.

Tricor hits secondary

On Wednesday, Tricor/Vistra’s U.S. incremental term loan broke for trading, with levels quoted at 97 7/8 bid, 98 7/8 offered, another source added.

Goldman Sachs is the lead arranger and sole left lead bookrunner on the deal (B2//BB+), and Barclays, Deutsche Bank Securities Inc., HSBC Securities, BNP Paribas Securities Corp., Citigroup Global Markets Inc., Credit Agricole, Morgan Stanley Senior Funding Inc., MUFG, Nomura and Standard Chartered are lead arrangers and joint bookrunners.

The term loan debt will support the merger of Tricor, which was acquired by Baring Private Equity Asia (BPEA) in 2021, and Vistra, which was acquired by BPEA in 2015, and to prepay Vistra’s existing first-lien term loan Bs.

Existing Vistra first-lien term loan B lenders were offered the option to vote to register for cashless roll into the incremental term loan.

The maturity of the incremental term loan matches the maturity on Tricor’s existing first-lien term loan B.

Tricor is a Hong Kong-based business expansion specialist. Vistra is a Hong Kong-based fund administrator and corporate service provider.

Intelsat gains

Intelsat Jackson’s term loan moved up to 98½ bid, 99½ offered on Wednesday from 96¾ bid, 97¾ offered on Tuesday following news that its parent company could possibly merge with SES, a market source said.

In response to the rumors, SES confirmed in a press release that it “has engaged in discussions regarding a possible combination with Intelsat.”

“At this stage, there can be no certainty that a transaction would materialize. The board of SES remains fully committed to acting in the best interest of SES and its shareholders,” the press release added.

Intelsat is a Luxembourg-based satellite telecommunications company. SES is a Luxembourg-based connectivity provider through a network of satellite and ground infrastructure.

PDC comes to market

PDC Wellness emerged in the morning with plans to hold a lender call at 2 p.m. ET on Wednesday to launch up to $687.6 million of credit facilities (B3), split between a $39 million revolver due March 2026 and an up to $648.6 million covenant-lite first-lien term loan due June 2026, a market source remarked.

The term loan is talked at SOFR+CSA plus 600 bps with a 1.5% floor, an original issue discount of 94 for new money, a 600 bps extension fee for existing lenders, and hard call protection of 102 in year one and 101 in year two, the source continued. CSA is 11.4 bps one-month rate, 26.2 bps three-month rate and 42.8 bps six-month rate.

Commitments are due at noon ET on April 12, the source added.

Nomura Securities and Macquarie Capital (USA) Inc. are leading the deal that will be used to extend the existing revolver and first-lien term loan maturities by two years. The term loan has a minimum participation threshold of 90%.

Current pricing on the existing term loan is Libor plus 400 bps with a 0% floor.

PDC is a Stamford, Conn.-based wellness and personal care products company.

Banijay on deck

Banijay set a global investors call for 10 a.m. ET on Thursday to launch an €895 million equivalent U.S. and euro covenant-lite term loan B due March 2028, according to a market source.

Talk on the U.S. term loan is SOFR+10 bps CSA plus 425 bps with a 1% floor and an original issue discount of 97 to 97.5, and talk on the euro term loan is Euribor plus 475 bps with a 0% floor and a discount of 97 to 97.5, the source said. The term loan debt has 101 soft call protection for six months.

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

BNP Paribas Securities Corp. and Deutsche Bank Securities Inc. are the joint physical bookrunners on the U.S. piece, and Credit Agricole, Natixis and Societe Generale are the joint physical bookrunners on the euro piece. BofA Securities Inc. and Goldman Sachs are passive bookrunners. U.S. Bank is the agent.

The term loan debt will be used by the Paris-based independent content production company to amend and extend an existing $449.65 million term loan B due March 2025 priced at Libor plus 375 bps and an existing €453 million term loan B due March 2025 priced at Euribor plus 375 bps.

Banijay Group US Holding Inc. is the U.S. borrower and Banijay Entertainment SAS is the euro borrower.

Fund flows

In other news, actively managed loan fund flows on Tuesday were negative $84 million and loan ETFs were negative $31 million, market sources said.

Actively managed high-yield fund flows on Tuesday were negative $85 million and high-yield ETFs were negative $1.83 billion, sources added.

Loan indices rise

IHS Markit’s iBoxx loan indices were higher on Tuesday, with the Leveraged Loan indexes (MiLLi) closing out the day up 0.12% and the Liquid Leveraged Loan indices (LLLi) closing out the day up 0.19%.

Month to date, the MiLLi is down 0.71% and year to date it is up 2.47%, and the LLLi is down 0.42% month to date and up 2.49% year to date.

Average secondary market bids in the U.S. on Tuesday were 91.15, up 0.03% from the previous day and down 0.79% year to date.

According to the IHS Markit data, some of the top advancers on Tuesday were Heritage Power’s July 2019 term loan at 31.50, up from 30.25, Equinox Fitness Clubs’ November 2017 term loan B1 at 84.79, up from 82.40, and AMC Entertainment’s April 2019 covenant-lite term loan B at 70.59, up from 68.66.

Some top decliners on Tuesday were Aspect Software’s May 2021 term loan at 68, down from 76.85, Juice Plus+’s November 2018 term loan at 61, down from 62.5, and LogMeIn’s August 2020 covenant-lite term loan B at 55.52, down from 56.88.

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