PetSmart, TransDigm, Arcade/Bioplan break; Aria, Ranpak update deals; CHG tweaks deadline

By Sara Rosenberg

New York, May 13 – PetSmart Inc.’s repriced term loan B freed up for trading during Wednesday’s market hours, with levels seen above par, and TransDigm Inc. and Arcade Marketing/Bioplan emerged in the secondary market as well.

Meanwhile, in the primary market, Aria Energy Operating LLC trimmed pricing on its term loan B, Ranpak Corp. finalized the spread on its euro term loan at the low end of guidance and CHG Healthcare Services Inc. moved up the commitment deadline on its add-on term loan.

Also, LegalShield (Pre-Paid Legal Services Inc.) disclosed price talk with its launch and Valeant Pharmaceuticals International Inc., ClubCorp, Varsity Brands Inc. and Connolly Inc. joined this week’s calendar.

PetSmart frees up

PetSmart’s $4.3 billion senior secured covenant-light term loan B due March 10, 2022 hit the secondary market on Wednesday, with levels quoted at par 1/8 bid, par 3/8 offered, according to a trader.

Pricing on the loan is Libor plus 325 basis points, after flexing during syndication from Libor plus 300 bps. The debt has a 1% Libor floor and 101 soft call protection for one year, and was issued at par.

Citibank is the administrative agent on the deal that will be used to reprice an existing term loan B from Libor plus 400 bps with a 1% Libor floor.

With the repricing, existing lenders are being paid out at 101 due to current call protection.

Closing is expected on Friday.

PetSmart is a Phoenix-based specialty pet retailer.

TransDigm tops OID

TransDigm’s $1.54 billion seven-year term loan E began trading too, with levels quoted at 99 5/8 bid, 99 7/8 offered, a trader said.

Pricing on the term loan E is Libor plus 275 bps with a 0.75% Libor floor, and it was sold at an original issue discount of 99.5. There is 101 soft call protection for six months.

Proceeds will be used with $450 million of senior subordinated notes to fund the $496 million acquisition of Pexco LLC’s aerospace business, to replenish cash on the balance sheet, to repay a $490 million term B due February 2017 priced at Libor plus 275 bps with a 0.75% Libor floor, and to refinance/extend $500 million of a term loan C due February 2020 priced at Libor plus 300 bps with a 0.75% Libor floor.

TransDigm lead banks

Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Morgan Stanley Senior Funding Inc., UBS AG, Barclays, RBC Capital Markets, Credit Agricole and HSBC Securities (USA) Inc. are leading TransDigm’s loan.

Initially, the company was seeking a $450 million first-lien covenant-light tack-on term loan D due June 2021 that was talked at Libor plus 300 bps with a 0.75% Libor floor, in line with existing term loan D pricing, an original issue discount of 99.5 to 99.75 and 101 soft call protection through June.

However, last week, the add-on term loan D was cancelled, a new $1.04 billion term loan E was added, which is when the term loan B paydown was added to the use of proceeds, and a repricing was proposed to the entire $2,553,000,000 term loan C due February 2020 to Libor plus 275 bps with a 0.75% Libor floor from Libor plus 300 bps with a 0.75% Libor floor.

Then, this week, the term loan C repricing proposal was terminated, and instead, the company sought the extension and repricing of $500 million of the term loan C debt to have those funds be fungible with the term loan E.

TransDigm is a Cleveland-based designer, producer and supplier of highly engineered aircraft components.

Arcade/Bioplan breaks

Arcade Marketing/Bioplan’s term loans also freed up, with the $283 million first-lien term loan due Sept. 23, 2021 seen at 86¾ bid, 87¾ offered and the $105 million second-lien term loan due Sept. 23, 2022 seen at 73 bid, 76 offered, according to a trader.

Pricing on the first-lien term loan is Libor plus 475 bps with a 1% Libor floor and the debt was issued at a discount of 85 after widening during syndication from 96. The debt has 101 soft call protection through Sept. 23, 2015.

The second-lien loan is priced at Libor plus 825 bps with a 1% Libor floor, and was issued at 70 after widening from 93. There is call protection of 103 through Sept. 23, 2015, then 102 for a year and 101 for a year.

Goldman Sachs Bank USA, Credit Suisse Securities (USA) LLC, Barclays and Deutsche Bank Securities Inc. are leading the loans, with Goldman left on the first-lien loan and Credit Suisse left on the second-lien loan.

The loans funded in 2014 as Bioplan and Arcade Marketing merged, but struggled in syndication due to unfavorable market conditions.

Arcade/Bioplan is a provider of sampling and packaging solutions for the fragrance, cosmetics and skincare segments.

Aria flexes lower

Over in the primary market, Aria Energy cut pricing on its $200 million seven-year term loan B to Libor plus 400 bps from talk of Libor plus 425 bps to 450 bps, while keeping the 1% Libor floor, original issue discount of 99 and 101 soft call protection for six months intact, a market source said.

The company’s $270 million credit facility (Ba3/B) also includes a $70 million five-year revolver.

Responses to final terms were due at 4 p.m. ET on Wednesday, the source added.

Barclays, RBC Capital Markets, M&T Bank and Comerica are leading the deal that will be used for working capital requirements and general corporate purposes, to refinance existing debt, to put cash on the balance sheet and to fund a distribution to the sponsor, Ares EIF.

Aria Energy is a Novi, Mich.-based owner, operator and developer of long-lived energy projects.

Ranpak firms terms

Ranpak set the spread on its €157 million first-lien term loan due October 2021 at Euribor plus 325 bps, the tight end of the Euribor plus 325 bps to 350 bps talk, and kept pricing on its $232 million first-lien term loan due October 2021 at talk of Libor plus 325 bps, according to a market source.

Both loans have a 1% floor, a par issue price and 101 soft call protection for six months.

The transaction is a repricing of the existing euro term loan from Euribor plus 400 bps with a 1% floor and a repricing of the existing U.S. term loan from Libor plus 375 bps with a 1% Libor floor.

Macquarie Capital (USA) Inc. is leading the deal.

Ranpak is a Concord Township, Ohio-based manufacturer of paper-based systems for protective packaging needs.

CHG revises deadline

CHG Healthcare Services accelerated the commitment deadline on its fungible $200 million add-on first-lien term loan (B2/B) to Friday from Tuesday, a source said.

Pricing on the add-on loan is Libor plus 325 bps with a 1% Libor floor, in line with the existing first-lien term loan, and it is offered at an original issue discount of 99.5.

The first-lien term debt is getting 101 soft call protection for six months.

Goldman Sachs Bank USA, Barclays, Citigroup Global Markets Inc. and Jefferies Finance LLC are leading the deal that will be used to repay second-lien term loan borrowings.

CHG is a Salt Lake City-based health care staffing firm.

LegalShield reveals talk

In more primary news, LegalShield held its lender call on Wednesday, launching its $70 million add-on first-lien term loan B (Ba2/B+) due July 1, 2019 with talk of Libor plus 525 bps with a 1.25% Libor floor and an original issue discount of 99.5, according to a market source.

Proceeds from the add-on will be used to help fund a $75 million dividend.

With the transaction, the company is asking to amend its existing first-and second-lien term loans to allow for the dividend and reset the secured leverage covenant.

Also, the amendment will increase pricing on the existing $225 million first-lien term loan due July 1, 2019 to Libor plus 525 bps with a 1.25% Libor floor from Libor plus 500 bps with a 1.25% Libor floor, and on the existing $175 million second-lien term loan due July 1, 2020 to Libor plus 900 bps with a 1.25% Libor floor from Libor plus 850 bps with a 1.25% Libor floor, the source said.

LegalShield call protection

Additionally, as part of the amendment, all of LegalShield’s first-lien term loan debt will get 101 soft call protection for one year, and the second-lien term loan will get hard call protection of 102 for six months then 101 for one year, the source continued.

Existing first-lien term loan lenders are being offered a 50 bps amendment fee and existing second-lien lenders are being offered a 75 bps amendment fee.

Commitments are due on May 20, the source added.

Morgan Stanley Senior Funding Inc. and RBC Capital Markets are leading the deal.

LegalShield is an Ada, Okla.-based provider of legal services.

Valeant readies call

Valeant Pharmaceuticals scheduled a lender call for 11 a.m. ET on Thursday to launch a repricing of an $853 million series C term loan due December 2019 and a $1,109,000,000 series D term loan due February 2019, a source remarked.

Deutsche Bank Securities Inc. and Barclays are leading the deal.

Valeant is a Laval, Quebec-based specialty pharmaceutical company.

ClubCorp on deck

ClubCorp set a call for 10:30 a.m. ET on Thursday to launch a new loan deal to existing and prospective lenders, according to a market source.

Citigroup Global Markets Inc. is leading the deal.

Further details on the transaction are not yet available.

ClubCorp is a Dallas-based owner and operator of private golf and country clubs, business, sports, and alumni clubs.

Varsity plans call

Varsity Brands will hold a lender call at 10 a.m. ET on Thursday to launch a repricing of its first-lien term loan B from Libor plus 500 basis points with a 1% Libor floor, according to a market source.

At close in December, the term loan B was sized at $755 million.

Goldman Sachs Bank USA is leading the deal.

Varsity Brands is a Memphis, Tenn.-based portfolio of brands that promote student participation while celebrating academic and athletic achievement.

Connolly joins calendar

Connolly scheduled a lender call for 10 a.m. ET on Thursday to launch a repricing of its first-lien term loan from Libor plus 400 bps with a 1% Libor floor, a market source remarked.

Upon closing last year, the term loan was sized at $810 million.

Goldman Sachs Bank USA is leading the deal.

Connolly is a Wilton, Conn.-based technology-enabled provider of recovery audit services.

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