Wilsonart, Rexnord, Zodiac Pool, Oberthur, Masergy, IPS, LegalShield free to trade

By Sara Rosenberg

New York, Dec. 14 – A number of deals made their way into the secondary market on Wednesday, including Wilsonart LLC, Rexnord Corp., Zodiac Pool Solutions SAS, Oberthur Technologies Group SAS, Masergy Communications Inc. and IPS Corp.

Also, LegalShield (Pre-Paid Legal Services Inc.) finalized the original issue discount on its incremental first-lien term loan B at the tight end of guidance, and then the first-lien loan and an incremental second-lien term loan freed up for trading too.

In other happenings, Virgin Media came out with a second upsizing to its term loan I, and Casa Systems firmed the spread on its term loan B at the wide end of talk and sweetened the call protection.

Additionally, Global Eagle Entertainment Inc. extended the commitment deadline on its credit facility, and Consolidated Communications Inc. accelerated the commitment deadline on its incremental term loan B-2.

Furthermore, Equinix Inc. moved up the commitment deadline on its repricing transaction and upsized its new euro term loan B while tightening the issue price, and Calpine Corp. approached lenders with an extension of its term loan B-5.

Wilsonart breaks

Wilsonart’s $1.2 billion seven-year covenant-light term loan (B2/B+) began trading on Wednesday, with levels quoted at 100½ bid, according to a market source.

Pricing on the term loan is Libor plus 350 basis points with a 1% Libor floor, and it was sold at an original issue discount of 99.75. The loan has 101 soft call protection for six months.

Last week, pricing on the loan was lowered from talk of Libor plus 375 bps to 400 bps, and the discount was modified from 99.5.

Deutsche Bank Securities Inc., Barclays, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc. and UBS Investment Bank are leading the deal that will be used to refinance existing term loans and fund a distribution to shareholders.

Wilsonart is a Temple, Texas-based engineered surfaces company.

Rexnord tops par

Rexnord’s $1,606,000,000 covenant-light first-lien term loan (B1/BB-) due August 2023 emerged in the secondary market, with levels seen at 100 1/8 bid, 100 5/8 offered, a market source said.

Pricing on the term loan is Libor plus 275 bps with a 1% Libor floor, and it was sold at an original issue discount of 99.75. Included in the loan is 101 soft call protection for six months.

On Tuesday, the spread on the term loan firmed at the low end of the Libor plus 275 bps to 300 bps talk.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to help refinance an existing $1,801,000,000 first-lien term loan due August 2020 that is priced at Libor plus 300 bps with a 1% Libor floor.

The borrowers are RBS Global Inc. and Rexnord LLC.

Rexnord is a Milwaukee-based industrial company comprising two strategic platforms: process & motion control and water management.

Zodiac starts trading

Zodiac Pool Solutions’ credit facility freed up for trading as well, with the $520 million seven-year first-lien term loan (B3/B) quoted at 100¼ bid, 100¾ offered and the $150 million eight-year second-lien term loan (Caa2/CCC+) quoted at 98¼ bid, 99¼ offered, according to a market source.

Pricing on the first-lien term loan is Libor plus 450 bps with a 1% Libor floor, and it was sold at an original issue discount of 99.5. The debt has 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 900 bps with a 1% Libor floor and was issued at a discount of 98. This tranche has call protection of 102 in year one and 101 in year two.

On Tuesday, the first-lien term loan was upsized from $500 million, pricing was reduced from Libor plus 475 bps, and the discount was changed from 99; the second-lien term loan was downsized from $170 million, and the MFN sunset was removed.

The company’s $800 million credit facility also provides for a $130 million ABL revolver.

Zodiac lead banks

Credit Suisse Securities (USA) LLC, Bank of America Merrill Lynch, Deutsche Bank Securities Inc., Morgan Stanley Senior Funding Inc. and Nomura are leading Zodiac Pool’s credit facility.

Proceeds will be used to help fund the acquisition of the company by Rhone from the Carlyle Group.

Closing on the buyout is subject to regulatory approvals.

Zodiac Pool is a Paris-based manufacturer of residential pool equipment and automation solutions.

Oberthur frees up

Oberthur Technologies’ credit facility also broke for trading, with the strip of seven-year U.S. term loan B-1 and B-2 debt quoted at 100¾ bid, 101¼ offered, and the strip of seven-year euro term loan B-1 and B-2 debt quoted at 100 3/8 bid, 100 5/8 offered, a market source said.

The $290 million term loan B-1, €530 million term loan B-1, $470 million term loan B-2 and €855 million term loan B-2 are priced at Libor/Euribor plus 375 bps with no floor and were sold at an original issue discount of 99.5. All of the loans have 101 soft call protection for six months.

On Tuesday, pricing on the term loans was reduced from talk of Libor/Euribor plus 425 bps to 450 bps, and the breakdown of the U.S. and euro pieces within the term loan was revealed.

The company’s €2.4 billion equivalent senior secured credit facility (B2/B-/B+) also includes a €300 million multi-currency six-year revolver.

Deutsche Bank, Goldman Sachs International and Morgan Stanley are jointly leading syndication on the euro tranche, and Goldman Sachs is the left lead bookrunner on the U.S. tranche.

Oberthur buying Morpho

Proceeds from Oberthur’s credit facility will be used to help fund the acquisition of Morpho for a total enterprise value of €2.5 billion and to refinance existing Oberthur debt, including €190 million senior notes due 2020.

The term loan B-1 debt will be used for the refinancing and the term loan B-2 debt will be used for the acquisition.

Pro forma net total leverage is 4.3 times based on pro forma September 2016 last-12-months EBITDA of €461 million.

Oberthur Technologies is a France-based provider of chip-based digital authentication products and solutions with an expertise in digital security processes, software and cryptography. Morpho is a provider of security and identity solutions.

Masergy begins trading

Another deal to free up was Masergy Communications’ credit facility, with the $347.5 million seven-year covenant-light first-lien term loan (B2/B) quoted at 100¼ bid, 101 offered and the $140 million eight-year covenant-light second-lien term loan (Caa2/CCC+) quoted at 99 bid, par offered, according to a trader.

The first-lien term loan is priced at Libor plus 450 bps with a 1% Libor floor, and was issued a discount of 99.5. The debt has 101 soft call protection for six months.

Pricing on the second-lien term loan is Libor plus 850 bps with a 1% Libor floor, and it was sold at an original issue discount of 99. This tranche has call protection of 102 in year one and 101 in year two.

On Monday, the first-lien term loan was upsized from $332.5 million, pricing was set at the low end of the Libor plus 450 bps to 475 bps talk, and the discount was changed from 99. Also, the issue price on the second-lien loan was tightened from 98.5.

The company’s $537.5 million credit facility also includes a $50 million five-year revolver (B2/B).

Masergy being acquired

Proceeds from Masergy’s credit facility and equity will be used to fund its buyout by Berkshire Partners LLC.

As a result of the recent first-lien term loan upsizing, the cash equity for the transaction was decreased by $15 million.

Jefferies Finance LLC and Antares Capital are leading the deal, with Jefferies the left lead on the first-lien loan and Antares the left lead on the second-lien loan.

Masergy is a Plano, Texas-based provider of hybrid networking, managed security and cloud communications solutions.

IPS hits secondary

IPS’ credit facility broke in the afternoon, with the $310 million seven-year first-lien term loan seen at 99¼ bid, 100¼ offered and the $100 million eight-year second-lien term loan seen at 98 bid, 99 offered, a trader said.

Pricing on the first-lien term loan is Libor plus 525 bps with a 1% Libor floor, and it was sold at an original issue discount of 98.5. The tranche includes 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 950 bps with a 1% Libor floor, and was issued at a discount of 98. The loan has call protection of 103 in year one, 102 in year two and 101 in year three.

During syndication, pricing on the first-lien term loan was lifted from talk of Libor plus 450 bps to 475 bps, and the discount was changed from 99; the second-lien term loan was downsized from $110 million, pricing was raised from talk of Libor plus 875 bps to 900 bps, and the call protection was sweetened from 102 in year one and 101 in year two; and a fixed leverage covenant set at a 40% cushion to closing leverage was added to the originally covenant-light loans.

IPS getting revolver

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

Jefferies Finance LLC is leading the deal.

Proceeds from the new credit facility 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.

LegalShield sets OID, breaks

LegalShield firmed the original issue discount on its $40 million incremental first-lien term loan B due July 1, 2019 at 99.75, the tight end of the 99.5 to 99.75 talk, a market source remarked.

Pricing on the incremental first-lien term loan is Libor plus 525 bps with a 1.25% Libor floor, in line with existing first-lien term loan pricing, and the debt is receiving 101 soft call protection for six months.

The company is also getting a $10 million incremental second-lien term loan due July 1, 2020 priced at Libor plus 900 bps with a 1.25% Libor floor, same as existing second-lien pricing, and sold at a discount of 99.5.

With final terms in place, the debt made its way into the secondary market, with the first-lien loan quoted at 100¼ bid, 101¼ offered and the second-lien loan quoted at par bid, 101 offered, a trader added.

Morgan Stanley Senior Funding Inc. and RBC Capital Markets LLC are leading the deal that will be used to fund the purchase of the company’s outstanding warrants and fund a dividend to existing shareholders.

The transaction includes an amendment to the company’s existing roughly $270 million first-lien term loan B and existing $175 million second-lien term loan, for which lenders were offered a 25-bps consent fee.

LegalShield, Ada, Okla.-based provider of legal services, expects to close on the debt deal on Tuesday.

Virgin Media upsized

In other news, Virgin Media lifted its eight-year term loan I to $3.4 billion from a revised amount of $3.1 billion and an initial size of a minimum of $750 million, according to a market source.

As before, pricing on the loan is Libor plus 275 bps with no Libor floor and an original issue discount of 99.75, and the debt has 101 soft call protection for six months.

On Monday, the pricing on the term loan I firmed at the low end of the Libor plus 275 bps to 300 bps talk, and the discount was revised from 99.5.

Commitments were due at 5 p.m. ET on Wednesday and allocations are expected on Thursday, the source added.

Virgin repaying debt

Proceeds from Virgin Media’s term loan I will be used to refinance a £100 million term loan D in full, to partially redeem the £990 million 6% senior secured notes due 2021, to redeem all of the $900 million 5 3/8% senior secured notes due 2021 and to fully refinance a $1,855,000,000 term loan F.

The addition of the term loan F refinancing and the decision to take out all, instead of some, of the U.S. notes was made because of the upsizings to the term loan I.

Citigroup Global Markets Inc. is the global coordinator on the deal and joint bookrunner with Barclays, Bank of America Merrill Lynch, Credit Agricole CIB, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., J.P. Morgan Securities LLC and Scotiabank. Scotiabank is the administrative agent.

Virgin Media, a subsidiary of Liberty Global plc, is a Hook, England-based provider of broadband, TV, mobile phone and home phone services.

Casa Systems tweaked

Casa Systems finalized pricing on its $300 million seven-year term loan B (B1/BB-) at Libor plus 400 bps, the high end of the Libor plus 375 bps to 400 bps talk, and extended the 101 soft call protection to one year from six months, a source said.

The term loan still has a 1% Libor floor and an original issue discount of 99.

J.P. Morgan Securities LLC is leading the deal that will be used to fund a dividend.

Casa Systems is an Andover, Mass.-based provider of fixed, mobile, optical and Wi-Fi network solutions for ultra-broadband services.

Global Eagle updates timing

Global Eagle Entertainment extended the commitment deadline on its $670 million senior secured credit facility to 5 p.m. ET on Tuesday from Friday as a result of recent business developments, according to a market source.

The facility consists of an $85 million five-year revolver (Ba3/BB-), a $460 million seven-year first-lien term loan (Ba3/BB-) and a $125 million eight-year second-lien term loan (B3/B-).

The first-lien term loan is talked at Libor plus 525 bps with a 1% Libor floor, an original issue discount of 98 to 99 and 101 soft call protection for six months, and the second-lien term loan is talked at Libor plus 950 bps with a 1% Libor floor, a discount of 98 and hard call protection of 102 in year one and 101 in year two.

Citigroup Global Markets Inc. and Macquarie Capital (USA) Inc. are leading the deal that will be used to refinance a roughly $265 million first-lien term loan, a roughly $92 million second-lien term loan and about $39 million of revolver borrowings at Emerging Markets Communications LLC and to fund growth investments.

Global Eagle, Southwest plan

On Tuesday, Global Eagle disclosed in an 8-K filed with the Securities and Exchange Commission that it entered into a new supply and services agreement with Southwest Airlines Co.

The new agreement, provides for a term extension through Dec. 31, 2025, a full-term commitment for live television services, a transition in mid-2017 to monthly recurring charge per aircraft for Wi-Fi and TV, an additional rate card for ancillary services, the adoption of a fleet management plan, the commitment to develop ARINC 791-compliant hardware shipset, a significant increase in user experience and network performance and the adoption of Global Eagle’s next-generation portal platform.

Global Eagle is a Marina Del Rey, Calif.-based provider of satellite-based connectivity and media.

Consolidated moves deadline

Consolidated Communications accelerated the commitment deadline on its $935 million incremental seven-year senior secured term loan B-2 to 5 p.m. ET on Thursday from Monday, a market source said.

The term loan is talked at Libor plus 300 bps to 325 bps with a 1% Libor floor, an original issue discount of 99 to 99.5 and 101 soft call protection for six months.

Also, the loan has a ticking fee starting on day 31 of the full spread plus the greater of the 1% Libor floor and three month adjusted Libor.

Morgan Stanley Senior Funding Inc., MUFG, TD Securities (USA) LLC and Mizuho Bank Ltd. are leading the deal that is being obtained in connection with the acquisition of FairPoint Communications Inc. for 0.73 shares of Consolidated Communications common stock for each share of FairPoint common stock. The all-stock merger transaction is valued at about $1.5 billion, including debt.

Consolidated refinancing

Proceeds from Consolidated Communications’ incremental term loan B-2 and cash on hand, or other sources of liquidity, will be used to refinance FairPoint debt and pay fees and expenses associated with the transaction.

Pro forma for the transaction, the combined net debt of the combined company will be about $2.3 billion, which represents 3.8 times net leverage as of Sept. 30.

Closing is expected by mid-2017, subject to federal and state regulatory approvals, the approval of both companies’ shareholders and other customary conditions.

Consolidated Communications is a Mattoon, Ill.-based broadband and business communications provider. FairPoint is a Charlotte, N.C.-based provider of data, voice and video technologies.

Equinix accelerated

Equinix moved up the commitment deadline on its U.S. term loan B repricing transaction to 5 p.m. ET on Wednesday from Thursday, according to a market source.

The U.S. term loan B repricing is talked at Libor plus 250 bps to 275 bps with no floor, a par issue price and 101 soft call protection for six months, and as of Sept. 30, the company had $248,750,000 outstanding under its U.S. term loan B.

The company is also seeking a repricing of its sterling term loan B that is talked at Libor plus 300 bps to 325 bps with a 0.75% Libor floor, a par issue price and 101 soft call protection for six months. As of Sept. 30, there was £298.5 million outstanding under this tranche.

The repricing will take the U.S. term loan B down from Libor plus 325 bps with a 0.75% Libor floor and the sterling term loan B down from Libor plus 375 bps with a 0.75% Libor floor.

Equinix reworks euro

Along with the repricings, Equinix is in market with a new euro seven-year covenant-light term loan B, and, due to strong demand, upsized the loan to €1 billion from €500 million and tightened the issue price to par from 99.75, the source continued.

Pricing on the euro term loan B is Euribor plus 325 bps with no floor, and the debt includes 101 soft call protection for six months.

Bank of America Merrill Lynch is the left lead on the debt transactions.

Proceeds from the new loan will be used to help fund the purchase of a portfolio of 24 data center sites and their operations from Verizon Communications Inc. for $3.6 billion in an all cash transaction.

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.

Calpine launches extension

Calpine launched on Wednesday an extension of its $1.58 billion first-lien term loan B-5 (Ba2/BB) to January 2024 from May 2022, according to a market source.

Pricing on the extended B-5 loan is talked at Libor plus 275 bps with a 0.75% Libor floor, unchanged from current pricing, the source said, adding that the extended loan is offered at par and has 101 soft call protection for six months.

Commitments are due at 5 p.m. ET on Friday.

Credit Suisse Securities (USA) LLC is leading the deal.

Calpine is a Houston-based generator of electricity from natural gas and geothermal resources.

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