Tivity Health revisions surface; Sorenson, Ascensus, Chromaflo, Parts Town join calendar

By Sara Rosenberg

New York, March 6 – Tivity Health Inc. on Wednesday downsized its term loan A while setting the original issue discount at the wide side of guidance, upsized its term loan B while firming the spread at the high end of talk and widening the issue price, and sweetened the call protection on both tranches.

In more primary happenings, Sorenson Communications LLC, Ascensus Inc., Chromaflo Technologies and Parts Town (PT Holdings LLC) emerged with new deal plans.

Tivity reworked

Tivity Health trimmed its five-year first-lien term loan A to $350 million from $400 million and finalized the original issue discount at 99, the wide end of the 99 to 99.5 talk, according to a market source.

Additionally, the company raised its seven-year first-lien term loan B to $830 million from $780 million, set pricing at Libor plus 525 basis points, the high end of the Libor plus 500 bps to 525 bps talk, moved the original issue discount to 97.5 from talk in the range of 98 to 99, and increased amortization to 3% per annum from 2.5% per annum, the source said.

Also, the 101 soft call protection on both term loans was extended to one year from six months, and the maximum total net leverage covenant with step-downs was tightened.

The term loan A is still priced at Libor plus 425 bps and has amortization of 10% per annum.

Both term loans continue to include a 0% Libor floor.

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

Tivity lead banks

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 Tivity’s credit facilities.

Recommitments are due at 1 p.m. ET on Thursday, and allocations are expected that afternoon, the source added.

The new debt will be used with cash on hand to fund the acquisition of Nutrisystem Inc. for $38.75 per share in cash and 0.2141 of a Tivity Health 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.

Sorenson coming soon

Sorenson Communications will hold a lender call at 10 a.m. ET on Friday to launch a $675 million five-year covenant-light first-lien term loan, according to a market source.

The term loan is talked at Libor plus 650 bps with a 0% Libor floor, an original issue discount of 95 and 101 soft call protection for one year, the source said.

Commitments are due at 5 p.m. ET on March 14.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to refinance existing debt.

Sorenson is a Salt Lake City-based provider of end-to-end communication technology services for the deaf and hard of hearing.

Ascensus readies loan

Ascensus set a lender call for 1 p.m. ET on Thursday to launch a fungible $94 million incremental first-lien term loan due December 2022 that is talked with a 1% Libor floor and 101 soft call protection for six months, a market source said.

Spread and original issue discount talk on the incremental loan are not yet available.

Commitments are due at 5 p.m. ET on March 14, the source said.

Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC and Barclays are leading the deal, which will be used to fund a tuck-in acquisition and a shareholder distribution.

Ascensus is a Dresher, Pa.-based service provider of retirement and college savings plans.

Chromaflo joins calendar

Chromaflo Technologies scheduled a lender call for 11:30 a.m. ET on Thursday to launch a $60 million incremental term loan B, according to a market source.

Morgan Stanley Senior Funding Inc. is leading the deal that will be used to partially refinance an existing second-lien term loan.

Chromaflo is an Ashtabula, Ohio-based manufacturer of chemical and pigment dispersions for architectural and industrial coatings.

Parts Town on deck

Parts Town will hold a lender call at 11 a.m. ET on Thursday to launch a $30 million incremental first-lien term loan due Dec. 7, 2024, a market source remarked.

Jefferies LLC is leading the deal that will be used to fund an acquisition.

Parts Town is an Addison, Ill.-based OEM parts distributor and service provider to the foodservice equipment market.

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