CEVA Logistics, Univar, Trico Group deal changes surface; Tivity, Amynta, Sprint set talk

By Sara Rosenberg

New York, Feb. 20 – In the primary market on Wednesday, CEVA Logistics downsized its term loan B, raised pricing, removed a step-down, adjusted the issue price and sweetened the call protection, and Univar Inc. added a U.S. incremental term loan B to its capital structure and scaled back its euro incremental term loan B while also tightening price talk.

Also, Trico Group LLC increased the size of its incremental first-lien term loan and firmed the spread at the wide side of guidance.

Furthermore, Tivity Health Inc., Amynta Group and Sprint Communications Inc. came out with price talk on their term loans with launch, and Tallgrass Energy LP joined this week’s primary calendar.

CEVA sets changes

CEVA Logistics cut its covenant-light term loan B due August 2025 to $475 million from $825 million, lifted the spread to Libor plus 500 basis points from talk in the range of Libor plus 425 bps to 450 bps, eliminated a 25 bps step-down at 0.25 times inside closing leverage, revised the original issue discount to 97 from talk in the range of 98 to 99, extended the 101 soft call protection to one year from six months and set the 50 bps MFN for life with the removal of a 12-month sunset, a market source said.

The term loan still has a 0% Libor floor.

Recommitments are due at 3 p.m. ET on Thursday, the source continued.

HSBC Securities (USA) Inc. is the left lead arranger on the deal, BNP Paribas is a global coordinator, and Societe Generale is a joint lead arranger and joint bookrunner. HSBC will replace Credit Suisse as the administrative agent shortly after closing.

CEVA mulls options

As before, proceeds from CEVA’s new term loan B will be used to refinance an existing $475 million term loan B due August 2025 in connection with CMA CGM SA’s tender offer for CEVA’s shares, but, due to the downsizing, the company’s notes will no longer be repaid from the new term loan.

The source explained that the refinancing of any portion of the company’s €300 million 5¼% senior secured notes due August 2025 will now be dealt with independently by accessing alternative markets, including a potential consent, a new U.S. high yield bond, a new euro term loan B or a new euro high yield bond.

The existing term loan that is being refinancing is priced at Libor plus 375 bps with a 0% Libor floor.

CEVA is a Switzerland-based third-party logistics company.

Univar reworked

Univar added a $300 million incremental term loan B (Ba3/BB+/BB+) due July 2024 to its transaction that is talked 25 bps wide of the existing U.S. term loan B with a 0% Libor floor, an original issue discount of 99 to 99.5, and 101 soft call protection for six months, according to a market source. At 25 bps wide, the incremental loan will be priced at Libor plus 275 bps if consolidated total leverage is more than 4 times and Libor plus 250 bps if consolidated total leverage is less than 4 times.

Furthermore, the company reduced its incremental euro term loan B (Ba3/BB+/BB+) due July 2024 to €425 million from €675 million, modified price talk to a range of Euribor plus 275 bps to 300 bps from a range of Euribor plus 300 bps to 325 bps and changed the issue price to par from 99.5, the source said.

The incremental euro term loan still has a 0% floor and 101 soft call protection for six months.

Commitments are due at the close of business on Thursday, the source added.

Goldman Sachs, Bank of America Merrill Lynch, Deutsche Bank, J.P. Morgan and Wells Fargo are leading the deal.

Univar buying Nexeo

Proceeds from Univar’s incremental term loans will be used with available cash and drawings under its ABL facility to fund the acquisition of Nexeo Solutions Inc. and to refinance Nexeo’s debt.

Nexeo is being bought in a cash and stock transaction valued at about $2 billion, including the assumption of Nexeo’s debt and other obligations. Nexeo’s stock will be converted into 0.305 of a share of Univar common stock and $3.29 in cash, subject to adjustment at closing, representing a purchase price of $11.65 per share of Nexeo common stock.

Closing is anticipated in the first half of this year, subject to the approval of both Univar and Nexeo shareholders, regulatory approvals and other customary conditions.

Univar is a Downers Grove, Ill.-based distributor of industrial and specialty chemicals. Nexeo is a Houston-based chemicals and plastics distributor.

Trico tweaks deal

Trico Group raised its incremental first-lien term loan due February 2024 to $255 million from $235 million and finalized pricing at Libor plus 700 bps, the high end of the Libor plus 675 bps to 700 bps talk, a market source remarked.

As before, the incremental first-lien term loan has a 1% Libor floor, an original issue discount of 96 plus a 1% fee and hard call protection of 102 in year one and 101 in year two.

The company did not make any changes to its proposed $100 million second-lien term loan due February 2025 that is priced at Libor plus 900 bps cash plus 2% PIK with a 1% Libor floor, and has call protection of 103 in year one, 102 in year two and 101 in year three.

Proceeds from the new debt will be used to fund the acquisition of Fram Group, and, because of the upsizing, to pay down ABL revolver borrowings.

Trico exchange offer

With the incremental raise, Trico is still offering lenders to its existing $464 million first-lien term loan the option to exchange the existing debt into a new tranche priced at Libor plus 700 bps for fungibility. A 1% roll fee will be given to exchanging lenders.

Whatever is not exchanged under the existing first-lien term loan will remain outstanding as is.

Current pricing on the existing first-lien term loan is Libor plus 650 bps with a 1% Libor floor.

Credit Suisse Securities (USA) LLC and FTI Capital Advisors are leading the financing.

Commitments continued to be due at 5 p.m. ET on Wednesday, the source added.

Trico is a Rochester Hills, Mich.-based manufacturer of automotive aftermarket products.

Tivity discloses guidance

Tivity Health held its bank meeting on Wednesday morning and announced price talk on its $400 million five-year first-lien term loan A and $780 million seven-year first-lien term loan B, according to a market source.

The term loan A is talked at Libor plus 425 bps with a 0% Libor floor and an original issue discount of 99 to 99.5, and the term loan B is talked at Libor plus 500 bps to 525 bps with a 0% Libor floor and a discount of 98 to 99, the source said. Both term loans have 101 soft call protection for six months.

The company’s $1,305,000,000 of credit facilities (B1/B+) also include a $125 million revolver.

Commitments are due at 5 p.m. ET on March 5.

Credit Suisse Securities (USA) LLC, SunTrust Robinson Humphrey Inc., Citigroup Global Markets Inc., Citizens Bank, Fifth Third, Goldman Sachs Bank USA and Regions Capital are leading the deal.

Tivity funding acquisition

Proceeds from Tivity’s credit facilities will be used with cash on hand to finance the purchase of Nutrisystem Inc. for $38.75 per share in cash and 0.2141 of a Tivity share for each share of Nutrisystem common stock. The transaction values Nutrisystem at an enterprise value of $1.3 billion and an equity value of $1.4 billion.

Closing is expected this quarter, subject to the approval of Nutrisystem shareholders, the receipt of regulatory approval and other customary conditions.

Tivity is a Franklin, Tenn.-based provider of fitness and health improvement programs. Nutrisystem is a Fort Washington, Pa.-based provider of weight management products and services.

Amynta reveals talk

Amynta Group came out with talk of Libor plus 425 bps with a 0% Libor floor, an original issue discount of 97 to 97.5 and 101 soft call protection for six months on its fungible $125 million add-on covenant-light term loan (B-) due February 2025 that launched with an afternoon call, a market source remarked.

Commitments are due at noon ET on Feb. 27, the source added.

Bank of America Merrill Lynch is leading the deal, which will be used to fund acquisitions.

In connection with this transaction, pricing on the company’s existing term loan will be increased to Libor plus 425 bps from Libor plus 400 bps to match the add-on term loan pricing.

Amynta Group, formerly known as FeeCo, is a team of warranty and specialty risk companies as well as managing general agents.

Sprint launches

Sprint Communications held a lender call at 10 a.m. ET on Wednesday to launch a fungible $400 million add-on senior secured term loan B-1 (Ba2) due February 2024 talked with an original issue discount of 97 to 97.5, a market source said.

Like the existing loan, the add-on term loan is priced at Libor plus 300 bps with a 0.75% Libor floor, and has 101 soft call protection through May 26.

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

J.P. Morgan Securities LLC is leading the deal, which will be used for general corporate purposes.

Sprint is an Overland Park, Kan.-based communications services company.

Tallgrass on deck

Tallgrass Energy set a bank meeting for 9:30 a.m. ET in New York on Thursday to launch a $1,155,000,000 seven-year first-lien term loan that includes 101 soft call protection for one year, according to a market source.

Commitments are due at 5 p.m. ET on March 7, the source said.

Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Jefferies LLC and MUFG are leading the deal that will be used to help fund Blackstone Infrastructure Partners’ acquisition of a controlling interest in the company for about $3.3 billion.

Closing is expected this quarter, subject to customary conditions.

Tallgrass Energy is a Leawood, Kan.-based growth-oriented midstream energy infrastructure company.

Caesars gains ground

Over in trading, Caesars Entertainment Corp.’s bank debt had a muted response to news that it is evaluating options, but was higher in sympathy with the rest of the secondary market, a trader said.

The Caesars opco term loan was quoted at 98 3/8 bid, 98 7/8 offered, and the Caesars Resorts term loan was quoted at 99½ bid, par offered, both up about a quarter of a point on the day.

The trader then remarked that pretty much everything was up a quarter of point during a relatively quiet session on Wednesday so this movement was more market driven than news driven.

In an SC 13D filing on Tuesday, entities affiliated with Carl C. Icahn suggested a sale of the company. In response, on Wednesday, Caesars issued a statement saying that the company “regularly engages with our stockholders and considers their ideas and input regarding stockholder value. The company intends to carefully evaluate Mr. Icahn’s suggestions, including his request for Board representation.”

The statement also said that Caesars’ board is open to “all reasonable alternatives to enhance value” for stockholders.

Caesars is a Las Vegas-based full-service gaming and entertainment company.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.