Vivid Seats cuts first-lien term loan to $350 million, changes pricing

By Sara Rosenberg

New York, Oct. 7 – Vivid Seats LLC downsized its six-year covenant-light first-lien term loan B to $350 million from $400 million and set pricing at Libor plus 575 basis points, the low end of revised talk of Libor plus 575 bps to 600 bps and up from initial talk of Libor plus 500 bps to 550 bps, according to a market source.

Also, the original issue discount on the first-lien loan finalized at 98, the wide end of revised talk of 98 to 98.5 and wide of initial talk of 99, the 101 soft call protection was extended to one year from six months, and amortization was increased to 5% per annum from 1% per annum, the source said.

The first-lien term loan still has a 1% Libor floor.

In addition, pricing on the company’s $155 million seven-year covenant-light second-lien term loan firmed at Libor plus 975 bps, the tight end of revised talk of Libor plus 975 bps to 1,000 bps and wide of initial talk of Libor plus 850 bps to 900 bps, the source continued.

As before, the second-lien term loan has a 1% Libor floor, a discount of 98 and hard call protection of 102 in year one and 101 in year two.

The company’s now $535 million senior secured credit facility, down from $585 million, also provides for a $30 million five-year revolver priced at Libor plus 550 bps, up from initial talk of Libor plus 475 bps to 525 bps.

Other changes to the deal included removing the MFN sunset, setting the revolver covenant springs at 25%, setting the free and clear incremental basket at $15 million with no EBITDA grower and requiring quarterly calls with the company, the source added.

Recommitments were due at 1 p.m. ET on Friday.

Morgan Stanley Senior Funding Inc., J.P. Morgan Securities LLC and RBC Capital Markets LLC are the lead banks on the deal, with Morgan Stanley the agent on the first-lien loan and JPMorgan the agent on the second-lien loan.

Proceeds will be used to refinance existing first-lien debt and a HoldCo seller notes, and to fund a dividend distribution to equity investors.

Closing is expected on Wednesday.

Vivid Seats is a Chicago-based secondary ticket marketplace for live sports, concerts and theater events.

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