Tank Holding breaks above OID; Carbonite, Hyperion Insurance tweak loan deals

By Sara Rosenberg

New York, March 21 – Tank Holding Corp.’s credit facilities surfaced in the secondary market on Thursday morning, and the first-lien term loan B was seen quoted above its original issue discount price.

Meanwhile, in the primary market, Carbonite Inc. reduced the spread on its term loan B and tightened the issue price, and Hyperion Insurance Group Ltd. increased the size of its add-on term loan B.

Furthermore, Carrols Restaurant Group Inc., Sabre Industries, Perstorp Holding AB and Mister Car Wash Holdings Inc. released price talk on their loan transactions with launch.

Tank frees up

Tank Holding’s credit facilities broke for trading on Thursday, with the $500 million seven-year covenant-lite first-lien term loan B (B2/B) quoted at par bid, par ¾ offered, according to a trader.

Pricing on the term loan B is Libor plus 400 basis points with a 25 bps step-down at 0.5 times inside closing net first-lien leverage and a 0% 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, the term loan was upsized from $480 million, the spread was reduced from talk in the range of Libor plus 425 bps to 450 bps, the step-down was added and the discount was tightened from 99.

The company’s $710 million of senior secured credit facilities also include a $60 million five-year revolver (B2/B) and a $150 million privately placed second-lien term loan that was downsized from $170 million when the first-lien term loan was upsized.

Tank lead banks

Morgan Stanley Senior Funding Inc., Antares Capital and Carlyle Global Credit Investment Management LLC are leading Tank Holding’s credit facilities.

Proceeds will be used to help fund the buyout of the company by Olympus Partners.

Closing is expected during the week of March 25.

Tank Holding is a manufacturer of rotationally molded poly and welded steel bulk storage and material handling products. The company has headquarters in St. Bonifacius, Minn., and Lincoln, Neb.

Carbonite revised

Moving to the primary market, Carbonite trimmed pricing on its $550 million seven-year term loan B to Libor plus 375 bps from talk in the range of Libor plus 400 bps to 425 bps and adjusted the original issue discount to 99 from 98.5, a market source said.

In addition, the MFN was changed to 50 bps for life from 50 bps MFN for 12 months and applies to all pari debt including incremental equivalent, the dividend restricted payment basket was reduced to $30 million from $60 million, and the ratio baskets were changed to up to 4 times secured net leverage and up to 6 times total net leverage, from up to 4.25 times secured net leverage and up to 6.5 times total net leverage, the source continued.

As before, the term loan has a 0% Libor floor and 101 soft call protection for six months.

The company’s up to $725 million of senior secured credit facilities (B1/B) also include an up to $175 million five-year revolver.

Final commitments were due at 5 p.m. ET on Thursday, and allocations are expected on Friday, the source added.

Carbonite buying Webroot

Carbonite will use its credit facilities, along with cash on hand, to fund the acquisition of Webroot Inc. for about $618.5 million.

Barclays, Citizens Bank, RBC Capital Markets and HSBC Securities (USA) Inc. are leading the debt financing.

Closing is expected this quarter, subject to the regulatory clearance and other customary conditions.

Pro forma net leverage will be around 4.3 times, including the benefit of identified cost synergies.

Carbonite is a Boston-based cloud-based data protection provider. Webroot is a Broomfield, Colo.-based cybersecurity company.

Hyperion upsizes

Hyperion Insurance Group raised its fungible add-on senior secured covenant-lite term loan B due Dec. 20, 2024 to $160 million from $130 million and left original issue discount talk at 98.789, according to a market source.

The add-on term loan is priced at Libor plus 350 bps with a 1% Libor floor.

Morgan Stanley Senior Funding Inc. is the left lead on the debt that will be placed on the balance sheet in a locked box account to fund future acquisitions.

With this transaction, lenders are being offered a 25 bps amendment fee.

Commitments and consents remain due at noon ET on Friday, the source said.

Hyperion is a London-based insurance intermediary group.

Carrols releases talk

Carrols Restaurant Group held its lender call on Thursday morning and disclosed price talk on its $400 million seven-year covenant-lite term loan B at Libor plus 350 bps with a 0% Libor floor and an original issue discount of 99, according to a market source.

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

The company’s $500 million of senior secured credit facilities (B2/B) also include a $100 million five-year revolver.

Commitments are due at 3 p.m. ET on April 4.

Wells Fargo Securities LLC, Rabobank, M&T Bank and SunTrust Robinson Humphrey Inc. are leading the deal.

Carrols refinancing

Carrols will used the new credit facilities to refinance debt assumed in connection with the acquisition of 166 Burger King and 55 Popeyes restaurants from Cambridge Franchise Holdings LLC, to refinance Carrols’ existing debt and for general corporate purposes.

Under the agreement, Cambridge will receive about 7.36 million shares of Carrols common stock, and at closing will own around 16.6% of Carrols’ outstanding common shares. Cambridge will also receive shares of 9% PIK series C convertible preferred stock that will be convertible into about 7.45 million shares of Carrols common stock at $13.50 per share.

The transaction is valued at about $238 million, including roughly $100 million of net debt assumed from Cambridge.

Total debt is expected to be under 3 times adjusted EBITDA.

Carrols is a Syracuse, N.Y.-based restaurant franchisee and operator.

Sabre sets guidance

Sabre Industries came out with talk of Libor plus 475 bps to 500 bps with a 0% Libor floor, an original issue discount of 98.5 and 101 soft call protection for six months on its $425 million seven-year senior secured first-lien term loan B (B2/B) that launched with a morning bank meeting, a market source remarked.

Commitments are due at 5 p.m. ET on April 2, the source added.

Goldman Sachs Bank USA, Capital One, KeyBanc Capital Markets and Houlihan Lokey are leading the deal that will be used to help fund the buyout of the company by the Jordan Co. LP from Kohlberg & Co. LLC.

Sabre is an Alvarado, Texas-based provider of highly engineered infrastructure products and services to the utility and telecom markets.

Perstorp proposed terms

Perstorp revealed in connection with its bank meeting in London price talk on its $386,172,000 seven-year covenant-lite term loan B and €510 million seven-year covenant-lite first-lien term loan B in the Libor/Euribor plus 450 bps area with a 0% floor and an original issue discount of 99, according to a market source.

Both term loans have 101 soft call protection for six months.

A bank meeting for U.S. investors will take place at 10 a.m. ET in New York on Friday.

The company’s credit facilities (B2/B) also include a €100 million 6.5-year revolver.

Commitments are due at noon ET on April 4.

Goldman Sachs, Bank of America Merrill Lynch and Nordea are leading the deal that will be used to refinance existing debt and pay related fees and expenses.

Perstorp is a Malmo, Sweden-based specialty chemicals producer specializing in chemicals that add critical properties to consumer and industrial products.

Mister Car seeks loan

Mister Car Wash launched in the morning without a lender call a $50 million incremental first-lien term loan due Aug. 21, 2021 talked with an original issue discount talk of 99.52, a market source said.

The incremental term loan is priced at Libor plus 325 bps with a 1% Libor floor, in line with existing term loan pricing.

Commitments are due on Wednesday, the source added.

Jefferies LLC is leading the deal that will be used to pay down revolver borrowings and fund cash to the balance sheet.

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

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