JBS, Adient revise loans; Charter NEX, ThoughtWorks, Netsmart, Sound Physicians launch

By Sara Rosenberg

New York, April 24 – JBS USA Lux SA on Wednesday modified the original issue discount on its term loan B and tweaked the MFN sunset, and Adient plc reduced the spread on its term loan B, added a step-down and tightened the issue price.

Also, NEO Tech Inc. increased the size of its term loan B, set pricing at the low end of guidance, added a step-down and modified the original issue discount, and Charter NEX US Inc., ThoughtWorks Inc., Netsmart Inc. and Sound Physicians released price talk with launch.

In addition, PCI Gaming Authority (Wind Creek Hospitality), LightBox Holdings and Radiology Partners Inc. joined the near-term primary calendar.

JBS tweaks deal

JBS USA tightened the original issue discount on its $1.9 billion seven-year term loan B (Ba2) to 99.75 from 99.5 and changed the MFN sunset to 24 months from 12 months, according to a market source.

Also, the company accelerated the commitment deadline for the term loan B to 5 p.m. ET on Wednesday from 5 p.m. ET on Thursday, the source remarked. The deadline revision was actually first announced Tuesday night and the new timing remained in place following the Wednesday morning changes to the loan.

As before, the term loan B is priced at Libor plus 250 bps with a 0% Libor floor and has 101 soft call protection for six months.

Barclays is the sole bookrunner on the deal and a joint lead arranger with BMO Capital Markets, RBC Capital Markets, Rabobank, SunTrust Robinson Humphrey Inc. and U.S. Bank.

The new term loan B will be used with $150 million of add-on 5.875% senior unsecured notes due 2024, $150 million of add-on 5.75% senior unsecured notes due 2025, $400 million of add-on 6.5% senior unsecured notes due 2029 and cash from the balance sheet to refinance an existing term loan B due 2022.

JBS is a Greeley, Colo.-based animal protein products processing company.

Adient reworked

Adient trimmed pricing on its $750 million five-year covenant-lite term loan B (Ba2/BB-) to Libor plus 425 bps from Libor plus 450 bps, added a step-down that is available after Dec. 31 to Libor plus 400 bps when first-lien net leverage is less than 1.5 times and adjusted the original issue discount to 99.5 from 99, a market source remarked.

The term loan has a 0% Libor floor and 101 soft call protection for six months.

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

Bank of America Merrill Lynch is the left lead on the term loan B that will be used with an asset-based revolver and $750 million of senior secured notes to refinance existing credit facilities.

Adient is a Plymouth, Mich.-based manufacturer of automotive seating.

NEO changes emerge

NEO Tech raised its seven-year first-lien senior secured term loan B (B2/B+) to $325 million from $315 million, set pricing at Libor plus 500 bps, the low end of the Libor plus 500 bps to 525 bps talk, added a step-down to Libor plus 475 bps at 0.5 times inside closing date leverage and revised the original issue discount to 99 from 98.5, a market source said.

The term loan still has a 1% Libor floor and 101 soft call protection for six months.

Recommitments were due at 5 p.m. ET on Wednesday, the source added.

Goldman Sachs Bank USA and Wells Fargo Securities LLC are leading the deal that will be used to refinance existing debt and, as a result of the upsizing, to fund working capital and repay normal course drawings on the ABL revolver during the quarter.

NEO Tech is a Chatsworth, Calif.-based designer and manufacturer of high-reliability electronic and micro-electronic system design and manufacturing services.

Charter NEX guidance

Also in the primary market, Charter NEX held its bank meeting on Wednesday morning and announced talk for its $660 million non-fungible incremental first-lien term loan due May 16, 2024 at Libor plus 375 bps with a 1% Libor floor and an original issue discount of 99, according to a market source.

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

The company is also getting a $25 million incremental revolver due May 16, 2022.

Commitments are due on May 3, the source said.

Jefferies LLC and Nomura are leading the deal, which will be used to fund the merger of Charter NEX and Next Generation Films.

Leonard Green and Oak Hill are the sponsors.

Charter NEX is a manufacturer of highly engineered specialty films, focused on the stable food and medical end-markets.

ThoughtWorks reveals talk

ThoughtWorks came out with original issue discount talk of 99 on its fungible $185 million incremental first-lien term loan (B2/B) due October 2024 that launched with a morning lender call, a market source remarked.

The incremental term loan is priced at Libor plus 400 bps with a 1% Libor floor, in line with the existing first-lien term loan, and has 101 soft call protection for six months.

Commitments are due at 5 p.m. ET on May 7.

Credit Suisse Securities (USA) LLC is the left lead on the deal that will be used to fund a shareholder distribution.

ThoughtWorks is a Chicago-based pure play digital transformation services provider.

Netsmart holds call

Netsmart hosted a lender call during the session to launch a fungible $48 million add-on covenant-lite first-lien term loan (B2/B-) talked with an original issue discount of 99.375, a market source said.

Like the existing first-lien term loan, the add-on loan is priced at Libor plus 375 bps with a 1% Libor floor.

Commitments are due on May 1, the source added.

Golub Capital is leading the deal that will be used to fund an acquisition.

Currently, the company has a roughly $640 million first-lien term loan, a $50 million revolver and a $167 million second-lien term loan.

GI Partners and TA Associates are the sponsors.

Netsmart is an Overland Park, Kan.-based IT company focused on health and human services.

Sound Physicians launches

Sound Physicians launched a fungible $35 million incremental first-lien term loan due June 2025 with original issue discount talk of 99, according to a market source.

The incremental loan is priced at Libor plus 275 bps with a 0% Libor floor, in line with existing first-lien term loan pricing.

Commitments are due on Friday, the source said.

Goldman Sachs Bank USA is leading the debt that will be used to fund tuck in acquisitions currently under letter of intent.

Sound Physicians is a Tacoma, Wash.-based provider of hospital medicine services in the U.S. with services addressing the entire acute episode of care.

PCI readies deal

PCI Gaming Authority set a bank meeting for 10 a.m. ET in New York on May 1 to launch $1.4 billion of credit facilities, according to a market source.

The facilities consist of a $100 million revolver, and a $1.3 billion seven-year first-lien term loan that includes 101 soft call protection for six months, the source said.

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

Credit Suisse Securities (USA), KeyBanc Capital Markets and Capital One are leading the deal, which will be used to fund the acquisition of Sands Casino Resort in Bethlehem, Pa., from Las Vegas Sands Corp. for a total enterprise value of $1.3 billion.

Closing is subject to regulatory review and other customary conditions.

Atmore, Ala.-based PCI Gaming, an authority of the Poarch Band of Creek Indians, is an owner and operator of gaming and entertainment facilities.

LightBox on deck

LightBox scheduled a lender call for 1:30 p.m. ET on Thursday to launch $210 million of credit facilities, a market source said.

The facilities consist of a $20 million revolver, a $155 million term loan B and a $35 million delayed-draw term loan B, the source added.

RBC Capital Markets, Bank of America Merrill Lynch and Citizens Bank are leading the deal that will be used to fund acquisitions.

LightBox is a data and SaaS solutions provider supporting the commercial real estate diligence and risk management ecosystem. The company was formed by Silver Lake Partners and Battery Ventures after the acquisition of EDR in April 2018.

Radiology joins calendar

Radiology Partners will hold a lender call at 11:30 a.m. ET on Friday to launch a fungible $240 million incremental first-lien term loan B, according to a market source.

The company is also getting a $120 million privately placed incremental second-lien term loan, the source said.

Barclays, Deutsche Bank Securities Inc., Fifth Third Bank and Golub are leading the deal that will be used to fund acquisitions currently under letters of intent.

New Enterprise Associates is the sponsor.

Radiology Partners is an El Segundo, Calif.-based radiology physician practice management company.

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