AssetMark, PetVet break; WeddingWire, TRC tweak loans; multiple deals set talk with launch

By Sara Rosenberg

New York, Nov. 8 – AssetMark Financial Holdings Inc.’s term loan freed up for trading on Thursday above its original issue discount, and PetVet Care Centers LLC’s incremental term loan emerged in the secondary market as well.

Meanwhile, in the primary market, WeddingWire Inc. set the spread on its first-lien term loan at the low end of guidance and tightened the original issue discount on its first-and second-lien term debt, and TRC Cos. Inc. increased the size of its incremental first-lien term loan.

Furthermore, Evertec Group LLC, At Home Holding III Inc., Element Solutions (Platform Specialty Products Corp./MacDermid Inc.), Dana Inc., Valeant Pharmaceuticals International (Bausch Health), Flynn Restaurant Group LP and Chefs’ Warehouse Inc. announced price talk with launch, and Sorenson Holdings LLC and Office Depot Inc. joined the near-term primary calendar.

AssetMark hits secondary

AssetMark Financial Holdings’ $250 million seven-year first-lien term loan (B1/BB+) began trading, with levels seen at par bid, par ½ offered, a market source remarked.

Pricing on the term loan is Libor plus 350 bps with a 25 bps step-down at 0.5 times inside closing gross secured leverage and a 0% Libor floor. The loan was sold at an original issue discount of 99.75 and has 101 soft call protection for six months.

On Wednesday, the pricing step-down was added to the term loan and the discount tightened from 99.5.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to fund a shareholder distribution and for general corporate purposes.

AssetMark is a Concord, Calif.-based provider of wealth management and technology solutions that power independent financial advisers and their clients.

PetVet frees up

PetVet Care Centers’ $125 million incremental covenant-light first-lien term loan (B2/B) due Feb. 14, 2025 also broke, with levels quoted at 99 bid, par offered, a market source remarked.

Pricing on the incremental loan is Libor plus 325 bps with a 0% Libor floor, and it was sold at an original issue discount of 98.5. The debt has 101 soft call protection for six months.

During syndication, pricing on the incremental term loan was increased from Libor plus 275 bps, the discount was revised from 98.6, the call protection was added, and the debt was turned into a standalone tranche.

Jefferies LLC and KKR Capital Markets are leading the deal that will be used to add cash to the balance sheet, repay an existing revolver draw and pay transaction related fees.

Closing is expected this week.

PetVet is a Westport, Conn.-based acquirer and operator of general practice and specialty veterinary hospitals for companion animals.

WeddingWire revised

Moving to the primary market, WeddingWire finalized pricing on its $450 million seven-year first-lien term loan (B2/B+) at Libor plus 450 bps, the low end of the Libor plus 450 bps to 475 bps talk, and moved the original issue discount to 99.5 from 99, while leaving the 0% Libor floor and 101 soft call protection for six months intact, according to a market source.

Additionally, the original issue discount on the $175 million eight-year second-lien term loan (Caa2/CCC+) was changed to 99 from talk in the range of 98 to 98.5 and the debt now includes a euro tranche that was talked with a minimum size of €25 million upon being added and ended up at €35 million, the source said. The loan is still priced at Libor plus 825 bps with a 0% Libor floor, and has call protection of 102 in year one and 101 in year two.

The $650 million equivalent of senior secured credit facilities also include a $25 million revolver (B2/B+).

J.P. Morgan Securities LLC, UBS Investment Bank, Jefferies LLC, RBC Capital Markets LLC, KeyBanc Capital Markets and Societe Generale provided the debt commitment, with JPMorgan left on the first-lien debt and UBS left on the second-lien debt.

WeddingWire buying XO

WeddingWire’s credit facilities will be used with up to $338 million of equity to fund the acquisition of XO Group Inc. for $35.00 per share in cash. The transaction is valued at $933 million.

The combined company will be owned by the Permira Funds and Spectrum Equity, who are current investors in WeddingWire.

Closing is expected in the first half of 2019, subject to customary conditions, including regulatory approval and XO Group shareholder approval.

WeddingWire is a Chevy Chase, Md., and Barcelona, Spain-based online marketplace, connecting consumers with wedding professionals and wedding planning tools. XO is a New York-based multi-platform of brands that guide couples through transformative life stages.

TRC upsizes

TRC lifted its incremental first-lien term loan (B2/B) due June 2024 to $49 million from $43 million, and left pricing at Libor plus 350 bps with a 1% Libor floor and a par issue price, a market source said.

Allocations are expected on Friday, the source added.

UBS Investment Bank is leading the deal that will be used to refinance existing debt and for general corporate purposes.

TRC is a Windsor, Conn.-based engineering, environmental consulting and construction management firm.

Evertec sets guidance

Also in the primary market, Evertec Group held its bank meeting on Thursday, and announced talk on its $425 million six-year covenant-light term loan B (B2/B+) at Libor plus 250 bps to 275 bps with a 0% Libor floor, an original issue discount of 99.75 and 101 soft call protection for six months, according to a market source.

Commitments are due at noon ET on Nov. 19, the source said.

Bank of America Merrill Lynch, SunTrust Robinson Humphrey Inc., Citigroup Global Markets Inc. and Goldman Sachs Bank USA are leading the deal that will be used to help refinance the company’s existing senior secured credit facilities.

Evertec is a Puerto Rico-based end-to-end payment processor and transaction solutions provider.

At Home discloses talk

At Home announced talk of Libor plus 325 bps to 350 bps with a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months on its $425 million seven-year senior secured covenant-light term loan B (B2/B+) that launched with a late morning call, a market source remarked.

Commitments are due at noon ET on Nov. 16, the source added.

Bank of America Merrill Lynch, Wells Fargo Securities LLC and Jefferies LLC are leading the deal that will be used to refinance an existing term loan due June 2022, reduce outstanding borrowings under an asset-based revolver and pay fees and expenses associated with the transaction.

At Home is a Plano, Texas-based specialty retailer of home decor products.

Element holds call

Element Solutions surfaced in the morning with plans to host a lender call at 1 p.m. ET to launch $1.08 billion of credit facilities (Ba2/BB), according to a market source.

The facilities consist of a $330 million revolver, and a $750 million seven-year covenant-light first-lien term loan talked at Libor plus 225 bps with a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, the source said.

Commitments are due at 5 p.m. ET on Nov. 19.

Credit Suisse Securities (USA) LLC, Barclays, UBS Investment Bank, Deutsche Bank Securities Inc., Goldman Sachs Bank USA, Nomura, HSBC Securities (USA) Inc., Citigroup Global Markets Inc. and Wells Fargo Securities LLC are leading the deal that will be used to refinance the company’s stand-alone capital structure.

Element is a West Palm Beach, Fla.-based provider of specialty chemical solutions.

Dana details surface

Dana launched on its morning call a $375 million seven-year senior secured covenant-light term loan B (Baa3/BBB-/BBB-) talked at Libor plus 225 bps with a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, a market source said.

The term loan has a ticking fee of half the margin from days 46 to 90 and the full margin thereafter, the source continued.

Commitments are due at 5 p.m. ET on Nov. 15.

Citigroup Global Markets Inc., Barclays, Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, J.P. Morgan Securities LLC and RBC Capital Markets are leading the deal that will be used to help fund the acquisition of the Drive Systems segment of the Oerlikon Group for CHF 600 million.

Closing is expected in the first quarter of 2019, subject to customary regulatory approvals.

Dana is a Maumee, Ohio-based supplier of drivetrain, sealing and thermal-management technologies.

Valeant discount talk

Valeant Pharmaceuticals released original issue discount talk of 99 to 99.5 on its fungible $750 million incremental senior secured term loan B (Ba2//BB-) due June 1, 2025 in connection with its afternoon lender call, a market source remarked.

The incremental loan is priced at Libor plus 300 bps with a 0% Libor floor.

Commitments are due at noon ET on Nov. 15, the source added.

Barclays and J.P. Morgan Securities LLC are leading the deal that will be used with a potential offering of new secured notes and cash on hand to fund a tender offer for 7½% notes due 2021.

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

Flynn floats OIDs

Flynn Restaurant Group held its call in the morning, launching its fungible $205 million add-on covenant-light first-lien term loan (B2/B) due June 29, 2025 with original issue discount talk of 98.5 to 99 and its fungible $50 million add-on covenant-light second-lien term loan (Caa2/CCC+) due June 29, 2026 with discount talk of 97.5 to 98, according to a market source.

Like the existing loans, the add-on first-lien term loan is priced at Libor plus 350 bps with a 0% Libor floor and the add-on second-lien term loan is priced at Libor plus 700 bps with a 0% Libor floor, the source said.

The add-on first-lien term loan has 101 soft call protection for six months, and call protection on the add-on second-lien loan matches the call protection on the existing second-lien term loan.

Commitments are due at noon ET on Nov. 16, the source added.

Bank of America Merrill Lynch, Citizens Bank, Fifth Third, KKR Capital Markets and Wells Fargo Securities LLC are leading the deal that will be used with extra proceeds from the June loan transaction to purchase US Beef, the largest franchisee in the Arby’s restaurant system, for about $580 million.

Flynn Restaurant is a San Francisco-based restaurant franchisee operator.

Chefs’ Warehouse launches

Chefs’ Warehouse came out with talk of Libor plus 350 bps with a 0% Libor floor, a par issue price and 101 soft call protection for six months on its $239.7 million term loan that launched with a morning lender call, a market source remarked.

Jefferies LLC is leading the deal that will be used to reprice an existing term loan down from Libor plus 400 bps with a 1% Libor floor.

Consents are due at noon ET on Nov. 15, the source added.

Chefs’ Warehouse is a Ridgefield, Conn.-based distributor of specialty food products.

Sorenson on deck

Sorenson set a bank meeting for 10 a.m. ET in New York on Tuesday to launch a $950 million five-year covenant-light first-lien term loan that has 101 soft call protection for one year, according to a market source.

Commitments are due at 5 p.m. ET on Nov. 28, the source said.

Credit Suisse Securities (USA) LLC is leading the deal, which will be used to refinance existing debt. Blackstone and KKR Capital Markets are syndication agents.

Sorenson is a Salt Lake City-based provider of end-to-end communication technology services for the deaf and hard of hearing.

Office Depot coming soon

Office Depot scheduled a lender call for 11 a.m. ET on Friday to launch a $500 million senior secured first-lien term loan, a market source said.

Goldman Sachs Bank USA is leading the deal that will be used to reprice an existing first-lien term loan.

Office Depot is a Boca Raton, Fla.-based provider of office supplies and business products and services.

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