Nord Anglia, BWAY, Quikrete break; IPS, SAI, LDiscovery, Eastern Power, Match tweak deals

By Sara Rosenberg

New York, Dec. 6 – Nord Anglia Education Inc., BWAY Holding Co. and Quikrete Co. all freed up for trading on Tuesday, and Deltek’s term loans were lower with news that the company is being acquired by Roper Technologies.

Meanwhile, in the primary market, IPS Corp. lifted pricing on its first- and second-lien term loans, widened the original issue discount on its first-lien debt, downsized its second-lien tranche while sweetening the call protection, and added a financial covenant to the transaction.

Also, SAI Global increased the spread on its term loan B, extended the call protection and modified covenants, and LDiscovery LLC widened pricing and original issue discounts on its first- and second-lien term loans in addition to a number of other changes.

Furthermore, Eastern Power LLC (TPF II Power LLC) tightened the original issue discount on its incremental term loan, and Match Group Inc. reduced pricing on its term loan B.

Additionally, Novolex (Flex Acquisition Co. Inc.), DigitalGlobe Inc., Information Resources Inc. and Vistra Operations Co. LLC released price talk with launch, Progrexion came out with original issue discount guidance on its add-on term loan, and Equinix Inc., West Corp. and MediaOcean LLC surfaced with new deal plans.

Nord Anglia frees up

Nord Anglia Education’s $885.8 million first-lien term loan B (B1/B) due March 2021 began trading on Tuesday, with levels quoted at 100¼ bid, 100¾ offered, according to a market source.

Pricing on the term loan B is Libor plus 350 basis points with a 1% Libor floor, and it was issued at par. The debt has 101 soft call protection for six months.

On Monday, pricing on the loan was lifted from Libor plus 325 bps, and the issue price tightened from 99.875.

Goldman Sachs Bank USA, J.P. Morgan Securities LLC and HSBC Securities (USA) Inc. are leading the deal that will be used to reprice an existing term loan from Libor plus 400 bps with a 1% Libor floor.

Due to a principal paydown last week, the size of the term loan is a bit smaller than the $888 million amount outlined at the launch of the repricing.

Closing on the repricing is expected this week.

Nord Anglia is a Hong Kong-based operator of schools.

BWAY hits secondary

BWAY Holding’s $1.24 billion senior secured term loan B (B2) due August 2023 freed up as well, with levels quoted at 99 7/8 bid, 100 3/8 offered, a source remarked.

Pricing on the loan is Libor plus 375 bps, after firming on Monday at the low end of the Libor plus 375 bps to 400 bps talk. The debt has a 1% Libor floor and 101 soft call protection for six months and was sold at an original issue discount of 99.5.

Bank of America Merrill Lynch is leading the deal that will be used to extend the term loan B from 2020 and reprice it from Libor plus 450 bps with a 1% Libor floor.

BWAY is an Atlanta-based supplier of general line rigid containers.

Quikrete tops par

Quikrete’s fungible $300 million covenant-light add-on first-lien term loan broke too, with levels seen at 100 3/8 bid, 100¾ offered, according to a trader.

Pricing on the first-lien term loan is Libor plus 325 bps with a 0.75% Libor floor, and it was sold at an original issue discount of 99.75. The loan includes 101 soft call protection for six months.

During syndication, the add-on first-lien term loan was upsized from $100 million, and the discount was tightened from 99.5. With the first-lien upsizing, the company terminated plans for a $200 million 7.5-year covenant-light second-lien term loan that was talked at Libor plus 650 bps with a 0.75% Libor floor, an original issue discount of 99 and call protection of 102 in year one and 101 in year two.

Wells Fargo Securities LLC is leading the deal that will be used to help fund the acquisition of a concrete pipe manufacturing business from Rinker Materials, a subsidiary of Cemex SAB de CV, for about $500 million plus an additional $40 million purchase price contingent on future performance.

Closing is expected in the first quarter of 2017, subject to regulatory approval and other conditions.

Quikrete is an Atlanta-based manufacturer of packaged concrete and related products.

Deltek softens

Also in trading, Deltek’s first- and second-lien term loans weakened after it was announced that the company is being bought by Roper Technologies from Thoma Bravo for $2.8 billion, a trader said.

The first-lien term loan was quoted at par bid, 100 3/8 offered, down from 100 7/8 bid, 101 3/8 offered, and the second-lien term loan was quoted at 101 1/8 bid, 101 5/8 offered, down from 101¼ bid, 102 offered, the trader added.

The acquisition is expected to close by year end.

Deltek is a Herndon, Va.-based provider of enterprise software and information solutions for government contractors, professional services firms and other project-based businesses. Roper Technologies is a Sarasota, Fla.-based diversified technology company.

BWIC announced

A roughly $154 million Bid Wanted In Competition emerged, with bids due at 11 a.m. ET on Thursday, a trader remarked.

Some of the names in the portfolio are Autoparts Holdings Ltd., Charter Communications operating LLC, Community Health Systems Inc., First Data Corp., Hyland Software Inc., Lions Gate Entertainment Corp., PQ Corp., RPI Finance Trust, Six Flags Theme Parks Inc., Valeant Pharmaceuticals Internationals and UFC.

There are about 47 issuers in the BWIC, the trader added.

IPS reworked

Moving to the primary market, IPS raised pricing on its $310 million seven-year first-lien term loan to Libor plus 525 bps from talk of Libor plus 450 bps to 475 bps and changed the original issue discount to 98.5 from 99, while leaving the 1% Libor floor and 101 soft call protection for six months intact, according to a market source.

As for the company’s eight-year second-lien term loan, it was downsized to $100 million from $110 million, pricing was lifted to Libor plus 950 bps from talk of Libor plus 875 bps to 900 bps, and the call protection was revised to 103 in year one, 102 in year two and 101 in year three from 102 in year one and 101 in year two. This tranche still has a 1% Libor floor and an original issue discount of 98.

Also, a fixed leverage covenant set at a 40% cushion to closing leverage was added to the originally covenant-light loans, the source said.

IPS getting revolver

In addition to the first- and second-lien term loans, IPS’ now $445 million credit facility includes a $35 million ABL revolver.

Commitments are due at 5 p.m. ET on Wednesday, the source added.

Jefferies Finance LLC is leading the deal that will be used to refinance existing debt and fund a dividend.

IPS, a portfolio company of Nautic Partners LLC, is a Compton, Calif.-based manufacturer of solvent cements, primers and sealants, plumbing and roofing products, and structural and assembly adhesives.

SAI modifies deal

SAI Global increased pricing on its $515 million equivalent seven-year first-lien senior secured term loan B (Ba3/B+) to Libor plus 450 bps from talk of Libor plus 400 bps to 425 bps and pushed out the 101 soft call protection to one year from six months, while leaving the 1% Libor floor and original issue discount of 99 unchanged, a market source remarked.

The term loan is split between a $325 million tranche and an AUS$255 million tranche, compared to earlier talk of an AUS$100 million plus or minus tranche.

Also, the MFN sunset was removed, the incremental facility incurrence ratios were reduced to 4.5 times and 5.6 times (closing date levels) from 4.75 times and 6 times, and the incremental “freebie” was lowered to $75 million/75% of EBITDA from $105 million/100% of EBITDA, the source continued.

And, the company revised the property service asset sale covenant to remove the specific associated restricted payment capacity, and agreed to hold quarterly calls and produce management’s discussion and analysis.

SAI being acquired

Proceeds from SAI’s credit facility will be used to help fund its buyout by Baring Asia Private Equity Fund VI for $4.75 in cash per share. The transaction has an implied enterprise value of $1,237,000,000.

Goldman Sachs Bank USA, UBS Investment Bank and HSBC Securities (USA) Inc. are leading the deal.

Recommitments were due at the close of business on Tuesday and pricing is targeted for Wednesday, the source added.

Closing on the buyout is expected in December, subject to SAI shareholder approval, court approval and Foreign Investment Review Board approval.

SAI is a Sydney, Australia-based provider of risk management products and services to businesses across a diverse range of end-markets and geographies.

LDiscovery revisions surface

LDiscovery raised pricing on its $340 million covenant-light first-lien term loan (B2/B+) to Libor plus 575 bps from Libor plus 550 bps, modified the original issue discount to 92 from 99, extended the 101 soft call protection to one year from six months, increased amortization to 2.5% per annum for the first two years and 5% per annum thereafter from 1% per annum, and shortened the maturity to six years from seven years, according to a market source.

Regarding the company’s $125 million covenant-light second-lien term loan (Caa2/CCC+), pricing was increased to Libor plus 1,000 bps from Libor plus 950 bps, the discount was revised to 96 from 98 and the maturity was shortened to seven years from eight years, the source said.

As before, both term loans have a 1% Libor floor, and the second-lien term loan still has call protection of 102 in year one and 101 in year two.

LDiscovery documentation changes

Other modification made to LDiscovery’s bank debt included removing the MFN sunset and increasing the excess cash flow sweep to 75% with leverage based step-downs from 50% with step-downs.

Also, the incremental free and clear was cut to $50 million from the greater of $75 million and 100% of EBITDA, the total net leverage ratio governor for unlimited restricted payments was reduced to 3.75 times from 4.25 times, the restricted payments cumulative credit starter basket was lowered to $12.5 million from $20 million, and EBITDA add-backs for run-rate cost savings were capped at 25% with an 18 month look-forward from unlimited up to 24 months, the source continued.

Commitments are due by 5 p.m. ET on Wednesday.

RBC Capital Markets LLC, TD Securities (USA) LLC and Northwestern Mutual are leading the $465 million of term loans that will be used to fund the acquisition of Kroll Ontrack from Corporate Risk Holdings LLC in an all-cash transaction valued at about $410 million that is expected to close this quarter.

LDiscovery, a portfolio company of Carlyle Group and Revolution Growth, is a McLean, Va.-based technology-enabled eDiscovery services provider. Kroll Ontrack is a Minneapolis-based data recovery company.

Eastern Power updated

Eastern Power revised the original issue discount on its fungible $200 million incremental senior secured term loan B (BB-) due Oct. 2, 2021 to 99.5 from 99, according to a market source.

The incremental loan is priced at Libor plus 400 bps with a 1% Libor floor and it, along with the existing term loan B, will get 101 soft call protection for six months.

Recommitments are due by 10 a.m. ET on Wednesday, with allocations expected thereafter, the source said.

Morgan Stanley Senior Funding Inc. and Credit Suisse Securities (USA) LLC are leading the deal that will be used to fund a one-time dividend.

Including the incremental loan, the term loan B will total $1,647,000,000.

With this transaction, the company is seeking an amendment to its existing $1,446,912,314 term loan B, and lenders are offered a 50-bps consent fee.

Eastern Power is an owner of gas-fired electric generating stations.

Match Group flexes

Match Group trimmed the spread on its $350 million term loan B due Nov. 16, 2022 to Libor plus 325 bps from talk of Libor plus 350 bps to 375 bps, a market source said.

The term loan B still has a 0.75% Libor floor, an original issue discount of 99.75 and 101 soft call protection for six months.

J.P. Morgan Securities LLC is leading the deal that will be used to reprice an existing term loan B from Libor plus 450 bps with a 1% Libor floor.

Match Group is a Dallas-based provider of dating products.

Novolex reveals talk

In more primary news, Novolex held its bank meeting on Tuesday, launching its $1,575,000,000 seven-year covenant-light term loan B at talk of Libor plus 375 bps to 400 bps with a 1% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, according to a market source.

The company’s $1,875,000,000 credit facility also includes a $300 million revolver.

Commitments are due on Dec. 15, the source said.

Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC, Morgan Stanley Senior Funding Inc. and Jefferies Finance LLC are leading the deal that will be used with $625 million of unsecured notes to help fund the buyout of the company by Carlyle Group from Wind Point Partners and TPG Growth.

Closing is expected before the end of the year.

Novolex is a Hartsville, S.C.-based packaging company.

DigitalGlobe holds meeting

DigitalGlobe launched at its afternoon bank meeting its $1,275,000,000 seven-year term loan B with talk of Libor plus 300 bps with a 0.75% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, a market source remarked.

The company’s $1,475,000,000 credit facility (Ba3/BB+) also includes a $200 million revolver.

Commitments are due at noon ET on Dec. 16, the source said.

Barclays is the lead left bookrunner on the deal that will be used to pay down revolver borrowings, to refinance a term loan B due 2020 and 5¼% notes due 2021 and to pay related fees and expenses.

DigitalGlobe is a Westminster, Colo.-based provider of Earth imaging and geospatial solutions.

Information Resources launches

Information Resources Inc. came out with price talk on its $900 million seven-year covenant-light first-lien term loan B and $350 million eight-year covenant-light second-lien term loan with its lenders’ presentation, according to a market source.

The first-lien term loan is talked at Libor plus 425 bps to 450 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, and the second-lien term loan is talked in the Libor plus 825 bps area with a 1% Libor floor, a discount of 98.5 and hard call protection of 102 in year one and 101 in year two, the source continued.

The company’s $1.33 billion senior secured credit facility also includes an $80 million five-year revolver.

Commitments are due on Dec. 16, the source added.

Morgan Stanley Senior Funding Inc., Jefferies Finance LLC and Nomura America Securities LLC are leading the deal that will be used to refinance existing credit facilities and distribute a dividend to equity holders.

Information Resources is a Chicago-based provider of big data, predictive analytics and forward-looking insights that help companies grow their businesses.

Vistra sets guidance

Vistra Operations launched with a call its $1 billion seven-year covenant-light term loan B-2 with talk of Libor plus 350 bps with a 1% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, a source said.

Commitments are due on Monday, the source added.

Deutsche Bank Securities Inc., Barclays, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, RBC Capital Markets, Natixis and UBS Investment Bank are leading the deal (Ba2/BB+) that will be used to fund a special dividend to the common shareholders of Vistra Energy Corp.

The company is also seeking a $110 million upsizing to its existing revolving credit facility, which would bring the total revolver size to $860 million.

Vistra, formerly known as Texas Competitive Electric Holdings Co. LLC, is a Dallas-based power generator and retail electric provider.

Progrexion OID emerges

Progrexion launched on its lender call its fungible $125 million add-on first-lien term loan with original issue discount talk of 99.5, a market source remarked.

Pricing on the add-on term loan is Libor plus 525 bps with a 1% Libor floor, and, with this transaction, pricing on the company’s existing first-lien term loan debt will step back up according to the existing grid to Libor plus 525 bps with a 1% Libor floor from current pricing of Libor plus 475 bps with a 1% Libor floor.

The add-on term loan and existing term loan will get 101 soft call protection for six months.

Jefferies Finance LLC is leading the deal that will fund a distribution and add cash to the balance sheet.

The company is seeking an amendment to its existing credit facility to allow for the distribution, and lenders are being offered a 25-bps consent fee, the source continued.

Commitments for the add-on loan are due at noon ET on Dec. 13 and amendment consents are due on Friday, the source added.

Progrexion is a provider of credit repair services.

Equinix on deck

Equinix scheduled a lender meeting in London for Wednesday to launch a €500 million seven-year covenant-light term loan B due January 2023 that will be used to help fund the acquisition of a portfolio of 24 data center sites and their operations from Verizon Communications Inc. for $3.6 billion in an all cash transaction, according to a market source.

The company will also seek a repricing of its U.S. term loan B from Libor plus 325 bps with a 0.75% Libor floor and a repricing of its sterling term loan B from Libor plus 375 bps with a 0.75% Libor floor, the source said.

Bank of America Merrill Lynch is the left lead on the deal.

Closing on the acquisition is expected by mid-2017, subject to the customary conditions.

Equinix is a Redwood City, Calif.-based interconnection and data center company.

West joins calendar

West Corp. surfaced with plans to hold a lender call on Wednesday to launch a repricing of its $867.8 million term loan B-12 due 2023 and its $259.4 million term loan B-14 due 2021, according to a market source.

Both loans are talked at Libor plus 250 bps with a 0.75% Libor floor, a par issue price and 101 soft call protection for six months, the source said.

The B-12 loan is being repriced from Libor plus 300 bps with a 0.75% Libor floor and the B-14 loan is being repriced from Libor plus 275 bps with a 0.75% Libor floor.

Commitments are due on Dec. 13, the source added.

Wells Fargo Securities LLC is leading the deal.

West is an Omaha, Neb.-based technology-driven communication services provider.

MediaOcean readies deal

MediaOcean set a lender call for Wednesday to launch a repricing of its $225 million first-lien term loan from Libor plus 475 bps with a 1% Libor floor, a market source said.

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

MediaOcean is a New York-based software company for the advertising sector.

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