Carlisle FoodService reworks tranche sizes, modifies pricing

By Sara Rosenberg

New York, March 15 – Carlisle FoodService Products upsized its seven-year first-lien term loan (B2/B) to $332.5 million from $320 million and its five-year revolver (B2/B) to $60 million from $50 million and downsized its privately placed second-lien term loan to $92.5 million from $105 million, according to a market source.

In addition, pricing on the first-lien term loan and the revolver, as well as on a $75 million delayed-draw first-lien term loan (B2/B), was reduced to Libor plus 300 basis points from talk in the range of Libor plus 325 bps to 350 bps, the source said.

Also, the 25 bps step-down on the first-lien term loan debt and the revolver is now subject to 0.75 times first-lien net leverage reduction instead of 0.5 times, and the original issue discount on the term loans was changed to 99.75 from 99.5.

Furthermore, the first-lien incurrence ratios on the first-lien term loans were reset by 0.2 times to reflect the tranche size increase, and the revolver springing covenant was revised to 7.4 times first-lien net leverage from 7.1 times, the source continued.

As before, the first-lien term loan debt has a 1% Libor floor and 101 soft call protection for six months, the delayed-draw loan has a ticking fee of 1% starting on day 61, and the revolver has a 0% Libor floor and a par issue price.

Goldman Sachs Bank USA, Credit Suisse Securities (USA) LLC and Jefferies LLC are the leads on the now $560 million of senior secured credit facilities, up from $550 million.

Recommitments were scheduled to be due at 5 p.m. ET on Thursday, the source added.

Proceeds will be used to help fund the buyout of the company by Jordan Co. from Carlisle Cos. Inc. for $750 million in cash, subject to some adjustments.

Other funds for the transaction will come from equity.

Closing is expected this quarter, conditioned on regulatory clearances and customary conditions.

Carlisle FoodService Products is a manufacturer and marketer of professional-grade solutions for the restaurant, hospitality, health care and janitorial segments.

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