Cvent lifts term loan B to $500 million, finalizes OID at 98.5

By Sara Rosenberg

New York, May 18 – Cvent Holding Corp. (Capstone Borrower Inc.) upsized its seven-year first-lien senior secured covenant-lite term loan B to $500 million from $400 million and firmed the original issue discount at 98.5, the wide end of revised talk of 98.5 to 99 but the tight end of initial talk of 98 to 98.5, according to a market source.

Also, a 25 bps pricing step-down at 3.75x first-lien leverage and a 25 bps step-down at 3.25x first-lien leverage were removed from the term loan, the source said.

In addition, MFN was changed to 75 bps with a 12-month sunset, in an aggregate principal amount up to the greater of $165 million and 75% of consolidated EBITDA subject to other exceptions, from 100 bps with a six-month sunset, in an aggregate principal amount up to the greater of $220 million and 100% of consolidated EBITDA subject to other exceptions.

Available restricted payment capacity amount was revised to 100% of the amount of restricted payments that may be made at the time of determination pursuant to sections 7.06(d), (g), (h), (l) and (p) of the credit agreement, from 200% of the amount of restricted payments that may be made at the time of determination pursuant to Sections 7.06(d), (g), (h), (l) and (p) of the credit agreement, the source continued.

Inside maturity debt basket was modified to the greater of $165 million and 75% of pro forma consolidated EBITDA, from the greater of $220 million and 100% of pro forma consolidated EBITDA.

And, leverage calculations in connection with the incurrence-based incremental amount was changed to exclude all revolving borrowings for working capital needs, only, from to exclude all revolving borrowings.

The term loan is still priced at SOFR plus 375 basis points with a 25 bps step-down following an initial public offering and a 0% floor, and still has 101 soft call protection for six months, 0 bps CSA and amortization of 1% per annum.

Earlier in syndication, pricing on the term loan was reduced from SOFR plus 400 bps.

The company’s now $615 million of credit facilities (B2/B-/BB), up from $515 million, also include a $115 million revolver.

Morgan Stanley Senior Funding Inc., UBS Securities LLC, Citizens Bank and Fifth Third are the bookrunners on the deal. Blackstone is a co-manager.

Recommitments were scheduled to be due at 11:30 a.m. ET on Thursday, the source added.

Proceeds will be used with $400 million of senior secured notes, downsized from $500 million, to help fund the buyout of the company by Blackstone for $8.50 per share in cash, or about $4.6 billion, to refinance existing credit facilities, and to pay fees and expenses related to the transaction.

A wholly owned subsidiary of the Abu Dhabi Investment Authority will be a significant minority investor alongside Blackstone as part of the buyout. Also, Vista Equity Partners, a majority stockholder of Cvent, has agreed to invest a portion of its proceeds as non-convertible preferred stock in financing for the transaction.

The equity component of the buyout financing is expected to total $2.531 billion, the company disclosed in filings with the Securities and Exchange Commission.

Closing is expected mid-year, subject to the satisfaction of customary conditions, including receipt of approval by Cvent’s stockholders and regulatory approvals.

Cvent is a Tysons, Va.-based provider of meetings, events and hospitality technology.

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