Vungle, Autokiniton, Axiom updated; Hard Rock, High Liner, Patriot, MDVIP set talk

By Sara Rosenberg

New York, Sept. 25 – Vungle Inc. on Wednesday set the original issue discount on its term loan B at the middle of revised guidance and extended the call protection, and Autokiniton Global Group restructured its transaction to include a term loan B and a pre-placed term loan A, widened spread and original issue discount talk on the B tranche, and extended the call protection.

Also, Axiom Global Inc. increased the size of its term loan B and released final pricing terms, and Del Frisco’s Restaurant Group Inc. canceled plans for a syndicated term loan as the result of an agreement for Landry’s Inc. to purchase some of its assets.

Furthermore, Hard Rock Northern Indiana (Spectacle Gary Holdings LLC), High Liner Foods Inc., Patriot Rail & Ports and MDVIP LLC released price talk with launch.

Vungle tweaked

Vungle finalized the original issue discount on its $315 million seven-year covenant-lite first-lien term loan B at 98.5, the midpoint of revised talk of 98 to 99 and wide of initial talk of 99, and extended the 101 soft call protection to one year from six months, a market source remarked.

The term loan B is priced at Libor plus 550 basis points with a 0% Libor floor.

Previously in syndication, the term loan B was downsized from $350 million, the spread was flexed up from talk in the range of Libor plus 450 bps to 475 bps and some revisions were made to documentation.

The company’s $365 million of senior secured credit facilities (B2/B) also include a $50 million five-year revolver.

Morgan Stanley Senior Funding Inc., Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA and Nomura Securities International Inc. are leading the deal that will be used to help fund the buyout of the company by Blackstone and pay fees and expenses related to the financing.

Closing is expected during the week of Sept. 30.

Vungle is a San Francisco-based performance marketing platform for in-app video advertisements on mobile devices.

Autokiniton reworked

Autokiniton revised its loan deal to include a $250 million term loan B (B2/B+) due May 2025 instead of a $400 million incremental term loan B due May 2025, raised pricing on the debt to Libor plus 575 bps from talk in the range of Libor plus 525 bps to 550 bps, changed original issue discount talk to a range of 95 to 96 from 98.5, extended the 101 soft call protection to one year from six months, and sweetened amortization to 2.5% in year one and 5% per annum thereafter from 1% per annum, according to a market source.

As before, the term loan B still has a 0% Libor floor.

The company also added a $100 million pre-placed term loan A due March 2024 to its capital structure that is priced at Libor plus 525 bps with a 0% Libor floor, the source said. This tranche has 101 soft call protection for six months, and amortization of 2.5% in year one, 7.5% in year two and 10% per annum thereafter.

Furthermore, the company added 50 bps MFN for life with no carve-outs on the new term loans, reduced the pari debt incurrence test to 3x net first-lien leverage from 3.8x, lowered the unlimited restricted payments to 2.3x net total leverage from 2.55x, and reduced unlimited investments to 2.8x net total leverage from 3.05x.

The company is still getting a $125 million incremental ABL revolver.

Autokiniton lead banks

Goldman Sachs Bank USA, BofA Securities Inc., Barclays, RBC Capital Markets and KKR Capital Markets are leading Autokiniton’s credit facilities.

Recommitments are due at 5 p.m. ET on Thursday, the source added.

The new debt will be used with equity to fund the acquisition of Tower International Inc. for $31.00 per share in cash. Including Tower’s debt and pension related liabilities, the total value of the transaction is about $900 million.

Closing is subject to the tender of at least a majority of the outstanding shares of Tower common stock and regulatory approval.

With this transaction, existing lenders are being approached with an opportunistic amendment.

Autokiniton, a portfolio company of KPS Capital Partners, is a New Boston, Mich.-based supplier of metal-formed components and complex assemblies to the automotive industry. Tower is a Livonia, Mich.-based manufacturer of engineered automotive structural metal components and assemblies.

Axiom upsizes

Axiom Global lifted its seven-year first-lien term loan B to $210 million from $175 million, and set final pricing at Libor plus 475 bps with a 0% Libor floor and an original issue discount of 99, a market source said.

The term loan has 101 soft call protection for six months.

Barclays is leading the deal that will be used to help fund the buyout of the company by Permira Funds.

Allocations went out on Wednesday and closing is expected on Oct. 1, the source added.

Axiom is a provider of specialized on-demand legal talent.

Del Frisco’s pulls syndication

Del Frisco’s terminated syndication of its proposed $425 million seven-year first-lien term loan that was talked at Libor plus 700 bps with a 0% Libor floor, an original issue discount of 97 and 101 soft call protection for six months, and was led by Credit Suisse Securities (USA) LLC, Jefferies LLC, Societe Generale and Citizens Bank, a market source said.

The term loan was going to be used to help fund the buyout of Del Frisco’s by L Catterton for $8.00 per share, or about $650 million. Closing on the buyout occurred on Wednesday and was funded with a $325 million senior secured term loan that was not syndicated, equity and cash on hand.

Also on Wednesday, news emerged that Landry’s entered into an agreement with L Catterton to acquire Del Frisco’s Double Eagle Steakhouses and the Del Frisco’s Grilles.

The source explained that the non-syndicated term loan will be repaid when the Landry’s transaction closes, which is expected at the end of October.

Landry’s financing

Landry’s plans on getting a $300 million incremental term loan to fund the purchase of the Del Frisco’s assets, another source added.

Jefferies LLC is the left lead on the Landry’s proposed term loan, which is expected to come to market within the next few weeks.

The sale to Landry’s does not include the bartaco and Barcelona Wine Bar brands.

Del Frisco’s is an Irving, Tex.-based restaurant company. Landry’s, wholly owned by Tilman J. Fertitta, is a Houston-based restaurant, hospitality, gaming and entertainment company.

Hard Rock talk

In more primary happenings, Hard Rock Northern Indiana held its bank meeting on Wednesday morning and announced price talk on its $350 million six-year first-lien term loan at Libor plus 800 bps to 825 bps with a 1% Libor floor and an original issue discount of 98, according to a market source.

The term loan is non-callable for 18 months, then at 102 and 101, the source said.

Of the total term loan amount, $25 million is delayed-draw.

Commitments are due at 5 p.m. ET on Oct. 10.

Credit Suisse Securities (USA) LLC and Wells Fargo Securities LLC are leading the deal that will be used to fund the construction of the Hard Rock Northern Indiana.

Hard Rock Northern Indiana is a land-based casino in Gary, Ind.

High Liner guidance

High Liner Foods released price talk of Libor plus 425 bps to 450 bps with a 1% Libor floor and an original issue discount of 99 on its $300 million term loan B (B3/B) that launched with a bank meeting during the session, a market source said.

Commitments are due on Oct. 8, the source added.

RBC Capital Markets is leading the deal that will be used to refinance an existing term loan B.

High Liner is a Lunenburg, N.S.-based processor and marketer of frozen seafood.

Patriot Rails launches

Patriot Rail & Ports launched at its bank meeting its $285 million seven-year term loan B at talk of Libor plus 475 bps to 500 bps with a 0% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, according to a market source.

The company’s $325 million of credit facilities (B2/B) also include a $40 million revolver.

Commitments are due at 5 p.m. ET on Oct. 9, the source said.

RBC Capital Markets and Barclays are leading the deal that will be used to help fund the buyout of the company by First State Investments.

Closing is expected in the fourth quarter.

Patriot Rail is a Jacksonville, Fla.-based owner of a portfolio of short-line railroads, port terminals and related infrastructure assets, providing transportation and logistics solutions.

MDVIP proposed terms

MDVIP came out with original issue discount talk of 99 on its $45 million incremental first-lien term loan due Nov. 15, 2024 that launched with a call in the morning, a market source remarked.

Like the existing loan, the incremental term loan is priced at Libor plus 425 bps with a 1% Libor floor.

The incremental term loan has 101 soft call protection for six months.

Consents and commitments are due on Oct. 2, the source added.

Jefferies LLC is leading the deal that will be used to fund a distribution to shareholders.

MDVIP is a provider of membership-based private health care services.

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