Impax Laboratories, Dealer Tire, TASC, Caraustar Industries, Amneal, ATI Physical break

By Sara Rosenberg

New York, Dec. 17 – Impax Laboratories Inc. extended the call protection on its term loan and then freed up for trading on Wednesday, and Dealer Tire LLC, TASC Inc., Caraustar Industries Inc., Amneal Pharmaceuticals LLC emerged in the secondary as well.

In more loan happenings, ATI Physical Therapy Inc. finalized pricing on its term loan at the high end of guidance, set the original issue discount around the midpoint of talk and then broke for trading, and First Advantage pulled its term loans from market.

Impax tweaked, trades

Impax Laboratories pushed out the 101 call protection on its $435 million six-year senior secured term loan to one year from six months and left pricing at Libor plus 450 basis points with a 1% Libor floor and an original issue discount of 99, according to a market source. The debt also still has a ticking fee of half the spread from days 31 to 60 and the full spread and floor thereafter.

The company’s $485 million credit facility includes a $50 million five-year revolver as well.

After finalizing terms, the debt broke for trading, with the term loan quoted at 99 1/8 bid, par 1/8 offered, a trader remarked.

Barclays, RBC Capital Markets and Wells Fargo Securities LLC are leading the deal that will be used with cash on hand to fund the acquisition of Tower Holdings Inc., including operating subsidiaries CorePharma LLC and Amedra Pharmaceuticals LLC, and Lineage Therapeutics Inc. for $700 million in cash.

Senior secured and total leverage is 2 times, net total leverage is 1.3 times.

Impax is a Hayward, Calif., technology-based specialty pharmaceutical company. Tower Holdings and Lineage develop, manufacture and commercialize complex generic and branded pharmaceutical products.

Dealer Tire tops OID

Another deal to start trading was Dealer Tire with its $615 million seven-year term loan B (B2/B) seen at 99¼ bid, 99¾ offered, a trader said.

Pricing on the term loan is Libor plus 450 bps with a 1% Libor floor, and it was sold at an original issue discount of 99. There is 101 soft call protection for one year.

The company’s $715 million credit facility also includes a $100 million five-year revolver.

J.P. Morgan Securities LLC is leading the deal that will be used to help fund the buyout of the company by Lindsay Goldberg LLC from TA Associates.

Closing is expected this month.

Dealer Tire is a Cleveland-based distributor of replacement tires and parts for automotive OEMs and their dealers.

TASC starts trading

TASC’s loans emerged in the secondary as well, with the $435 million incremental first-lien term loan (Ba3/B+) due May 23, 2020 quoted at 96 bid, 97½ offered and the $150 million incremental second-lien term loan (Caa1/CCC+) due May 23, 2021 quoted at 98¼ bid, according to a trader.

Pricing on the incremental first-lien term loan is Libor plus 600 bps with a 1% Libor floor and it was sold at an original issue discount of 96. The debt is non-callable until May 23, 2015 and then at 101 for one year, like the existing first-lien term loan, and has a ticking fee of the full spread plus the floor from day 31 and thereafter.

In connection with the incremental loan, pricing on the company’s existing first-lien term loan will be lifted to Libor plus 600 bps with a 1% Libor floor from Libor plus 550 bps with a 1% Libor floor.

The incremental second-lien term loan is priced at a fixed rate of 12%, in line with the existing second-lien term loan, and was issued at an original issue discount of 98. This debt is non-callable until May 23, 2015 and then at 105 for a year and at 102.5 for the following year, and has a ticking fee of half the spread from days 31 to 60 and the full spread thereafter.

TASC leads

Barclays and Jefferies Finance LLC are leading TASC’s loans, which also includes a $60 million incremental revolver (Ba3/B+) due May 23, 2019. Barclays is the left lead on the first-lien and Jefferies the left lead on the second-lien.

The other day, pricing on the incremental first-lien loan was raised from Libor plus 575 bps, the discount was changed from 97, and the ticking fee was adjusted from half the spread plus a 1% floor from days 31 to 60 and the full spread plus the floor thereafter.

Net first-lien leverage is 2.9 times and net total leverage is 4.4 times.

TASC being acquired

Proceeds from TASC’s new loans will be used to repay existing debt at Engility Holdings Inc. and to fund a cash dividend to Engility shareholders in conjunction with Engility’s acquisition of TASC.

TASC is being bought from Kohlberg Kravis Roberts & Co. LP and General Atlantic LLC in an all-stock transaction valued at about $1.1 billion, including the assumption of about $613 million of net debt.

Closing is expected in February, subject to approval of stockholders of both Engility and TASC, financing, regulatory approvals and other customary conditions.

TASC is a Chantilly, Va.-based professional services provider to the national security and public safety markets. Engility is a Chantilly, Va.-based pure-play government services contractor.

Caraustar hits secondary

Caraustar Industries’ bank debt also broke for trading, with the $395 million first-lien covenant-light term loan C (B+) due May 1, 2019 quoted at 98 bid, 99 offered, a trader said.

Pricing on the term loan is Libor plus 675 bps with a 1.25% Libor floor and it was sold at an original issue discount of 98. The debt has soft call protection of 102 in year one and 101 in year two and a ticking fee of the full spread from day 31 and thereafter.

Earlier this week, pricing on the term loan was increased from Libor plus 625 bps, the discount widened from talk of 98½ to 99, the call protection was changed from a 101 soft call for one year and the excess cash flow sweep was modified to 75% from 50%.

With the term loan C, the company is lifting pricing on its existing first-lien term loan to Libor plus 675 bps with a 1.25% Libor floor from Libor plus 625 bps with a 1.25% Libor floor, and the existing loan is getting the soft call protection of 102 for one year and 101 for a second year as well.

Caraustar getting revolver

In addition to the term loan C, Caraustar’s $495 million of new bank debt includes a $100 million ABL revolver.

Credit Suisse Securities (USA) LLC and Jefferies Finance LLC are leading the deal that will be used to finance the purchase of the Newark Group Inc., which is subject to customary closing conditions and required regulatory approvals.

As part of this transaction, the company sought an amendment to its existing credit facility to allow for the add-on loan, for which lenders were offered a 100 bps consent fee.

Caraustar is an Austell, Ga.-based manufacturer of recycled paperboard and converted paperboard products. Newark is a Cranford, N.J.-based manufacturer of recycled paperboard, linerboard, industrial tubes, cores and other converted products, including book covers and packaging services.

Amneal frees up

Amneal Pharmaceuticals’ fungible $250 million add-on first-lien covenant-light term loan (B1/B+) due Nov. 2, 2019 began trading too, with levels quoted at 99½ bid, par offered, according to a market source.

Pricing on the add-on loan is Libor plus 400 bps with a 1% Libor floor and it was sold at an original issue discount of 99½. There is 101 soft call protection for six months.

During syndication, pricing on the add-on loan was trimmed from Libor plus 425 bps and the discount was revised from 99 as the deal was “broadly oversubscribed”, the source said.

Closing is scheduled for Thursday, accelerated from Tuesday as the commitment deadline was able to be moved up to this past Monday from this coming Thursday due to the strong demand, the source added.

GE Capital Markets, J.P. Morgan Securities LLC and Deutsche Bank Securities Inc. are leading the deal that will be used by the Bridgewater, N.J.-based manufacturer of generic pharmaceuticals to fund a dividend.

In connection with the add-on, the company is raising pricing on its existing $490 million first-lien covenant-light term loan to Libor plus 400 bps with a 1% Libor floor from Libor plus 375 bps with a 1% Libor floor. The existing loan is getting the 101 soft call protection for six months too.

ATI finalizes terms, breaks

ATI Physical Therapy set pricing on its fungible $140 million first-lien incremental term loan (B1) due Dec. 20, 2019 at Libor plus 425 bps, the high end of the Libor plus 400 bps to 425 bps talk, and finalized the original issue discount at 98.76, basically the middle of the 98½ to 99 talk, according to a market source.

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

With terms set, the loan allocated and freed up for trading and was seen quoted at 98¾ bid, 99¾ offered, the source said.

Jefferies Finance LLC is leading the deal that will be used to fund an acquisition, to pay a dividend and to add cash to the balance sheet.

With the add-on, the company sought an amendment to its existing credit facility for which lenders were offered a 25 bps consent fee, and the existing term loan is getting the 101 soft call protection for six months as well.

ATI Physical Therapy is a Bolingbrook, Ill.-based operator of physical therapy clinics.

BWIC emerges

Also in the secondary market, a $500 million cash loan and equity Bid Wanted In Competition was announced, and bids are due at 11 a.m. ET on Thursday, a trader said.

Some of the larger pieces of debt in the portfolio include Avaya Inc.’s term loan B-3, EX Libris’ term loan A, Infor Inc.’s term loan B-5, One Call Medical Inc.’s term loan B and Sabre Inc.’s term loan B.

A few other names in the BWIC are Asurion Corp., Dole Food Co. Inc., First Data Corp., Landry’s Inc., Neiman Marcus Group Inc., Party City Holdings Inc., Unifrax and Zayo Group LLC.

First Advantage shelved

Back in the primary, First Advantage pulled its $655 million in term loans from the primary due to market conditions, a source remarked.

The debt consisted of a $485 million seven-year covenant-light first-lien term loan talked at Libor plus 475 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for one year, and a $170 million eight-year covenant-light second-lien term loan talked at Libor plus 850 bps to 875 bps with a 1% Libor floor, a discount of 98 and call protection of 103 in year one, 102 in year two and 101 in year three.

Bank of America Merrill Lynch and Goldman Sachs Bank USA were leading the deal that was going to be used to refinance existing debt and fund a dividend.

First Advantage is a St. Petersburg, Fla.-based provider of talent acquisition services, including background screening, recruiting, skills assessment and skills-related tax services.

Endemol closes

In other news, the 50/50 joint venture between 21st Century Fox and Apollo Global Management LLC to combine Endemol, Shine Group and CORE Media has been completed, a news release said.

As part of the transaction, Endemol got a $330 million equivalent add-on term loan due Aug. 13, 2021 split between a $265 million tranche and a €50 million tranche.

Pricing on the U.S. portion is Libor plus 575 bps with a 1% Libor floor, and pricing on the euro tranche is Euribor plus 600 bps with a 1% Euribor floor. Both tranches have 101 hard call protection expiring August 2015, like the company’s existing term loans, and were sold at an original issue discount of 97.

During syndication, the total term loan amount was upsized from $300 million equivalent, the discount on the U.S. piece firmed at the tight end of the 96 to 97 talk and the discount on the euro piece firmed from talk in the 97 area.

Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC and Nomura led the deal for the Amsterdam-based creator, producer and distributor of multiplatform entertainment.

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