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Published on 5/27/2021 in the Prospect News Bank Loan Daily.

CQP, Vocus, Univar, Baldwin Risk, Mission, PQ, Insight break; HelpSystems updates terms

By Sara Rosenberg

New York, May 27 – CQP Holdco downsized its first-lien term loan B from its original amount and firmed the spread at the wide side of guidance, and Vocus finalized U.S. and Australian dollar term loan B sizes, eliminated plans for a euro term loan B and set pricing on the U.S. tranche at the low end of talk, and then these deals freed to trade on Thursday.

Also, before breaking for trading, Univar Inc. firmed the issue price on its term loan B at the tight end of talk, Baldwin Risk Partners LLC trimmed pricing on its first-lien term loan B, and Mission Broadcasting Inc. tightened the spread and original issue discount on its term loan B.

Other deals to make their way into the secondary market on Thursday included PQ Corp. and Insight Global (IG Investments Holdings LLC).

In more happenings, HelpSystems set pricing on its first-lien term loan at the high end of talk, Conduent withdrew its term loan B from market, Ilpea Industries Inc. released price talk with launch, and Colibri and Proofpoint Inc. joined the near-term primary calendar.

CQP tweaked, trades

CQP Holdco scaled back its seven-year first-lien term loan B to $2.4 billion from $2.9 billion in the morning, and changed the size to $2.5 billion in the afternoon, according to a market source.

Also, pricing was set at Libor plus 375 basis points, the high end of the Libor plus 350 bps to 375 bps talk, the source said. The loan has a 25 bps step-down at 5.75x net first-lien leverage.

As before, the term loan has a 0.5% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months.

Late Thursday, the term loan broke for trading, with levels quoted at 99½ bid, par offered, a trader added.

Morgan Stanley Senior Funding Inc., Credit Suisse Securities (USA) LLC, Blackstone, Sera Global, MUFG, RBC Capital Markets LLC, SMBC and Wells Fargo Securities LLC are leading the deal that will be used with $1.4 billion of senior secured notes, upsized from $1 billion, to refinance existing debt.

Closing is expected during the week of May 31.

CQP Holdco is an owner and operator of natural gas facilities.

Vocus reworked

Vocus set its U.S. seven-year senior secured covenant-lite term loan B size at $725 million, added a $25 million delayed-draw first-lien term loan that was placed with one holder, set pricing at Libor plus 350 bps, the low end of the Libor plus 350 bps to 375 bps talk, and removed pricing step-downs, according to a market source.

The U.S. term loan debt still has a 0.5% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

Regarding the Australian dollar seven-year senior secured covenant-lite term loan B, it is sized at A$925 million and the Australian delayed-draw term loan amount is A$118 million.

Pricing on the Australian dollar term debt is BBSY plus 400 bps with a 0.5% floor and a discount of 99.

A planned euro term loan B was eliminated from the capital structure, the source said.

At launch, the deal (B1/BB-) was described as an A$2 billion equivalent U.S., euro and Australian dollar seven-year senior secured covenant-lite term loan, including an A$150 million equivalent delayed-draw tranche.

Vocus doc changes

Vocus also made modifications to documentation, including adding Chewy protection, J. Crew protection and Serta protection, and setting MFN at 50 bps for 12 months with no carveouts.

Furthermore, the company capped EBITDA adjustments at 25% with an 18-month look forward period, reduced the contribution debt basket to 100% from 200%, removed “no worse off” from the ratio debt incurrence test, changed the junior/unsecured incremental debt to a leverage test from an interest coverage ratio test, and required quarterly conference calls and management discussion and analysis, the source continued.

Commitments were due at noon ET on Thursday.

Vocus frees up

Late in the day, Vocus’ funded U.S. term loan B emerged in the secondary market, with levels quoted at 99½ bid, par offered, a trader added.

Morgan Stanley Senior Funding Inc., Deutsche Bank Securities Inc. and Natixis are leading the deal that will be used to help fund the buyout of the company by Macquarie Infrastructure and Real Assets and Aware Super for A$5.50 per share and pay related fees and expenses. The buyout has an enterprise value of A$4.599 billion on a fully diluted basis.

Closing is expected in July.

Vocus is a Melbourne, Australia-based fibre and network solutions provider.

Univar updated, breaks

Univar set the original issue discount on its $1 billion term loan B (Ba2/BBB-/BBB-) at 99.5, the tight end of the 99.25 to 99.5 talk, a market source said.

Pricing on the term loan remained at Libor plus 200 bps with a 0% Libor floor, and the debt still has 101 soft call protection for six months.

The term loan began trading during market hours, with levels quoted at 99 7/8 bid, par 3/8 offered, another source added.

JPMorgan Chase Bank, BofA Securities Inc., Deutsche Bank Securities Inc., Goldman Sachs Bank USA, Wells Fargo Securities LLC, Citigroup Global Markets Inc., Morgan Stanley Senior Funding Inc. and BMO Capital Markets are leading the deal that will be used to refinance existing debt.

Univar is a Downers Grove, Ill.-based specialty chemical, ingredient and solutions provider.

Baldwin flexes, trades

Baldwin Risk Partners cut pricing on its $500 million senior secured first-lien term loan B due 2027 to Libor plus 350 bps from Libor plus 375 bps, according to a market source.

The term loan still has a 0.5% Libor floor, an original issue discount of 99.75 and 101 soft call protection for six months.

During the session, the term loan freed to trade, with levels quoted at par 1/8 bid, par 5/8 offered, another source added.

JPMorgan Chase Bank is leading the deal that will be used for general corporate purposes, including acquisitions and investments, and to reprice an existing $400 million term loan B down from Libor plus 400 bps with a 0.75% Libor floor.

Baldwin Risk, a subsidiary of BRP Group Inc., is a Tampa, Fla.-based insurance distribution firm.

Mission revised, breaks

Mission Broadcasting trimmed pricing on its $300 million term loan B (Ba2/BBB-) to Libor plus 250 bps from Libor plus 275 bps and adjusted the original issue discount to 99.5 from 99, a market source remarked.

The 0% Libor floor and 101 soft call protection for six months on the term loan were unchanged.

The term loan began trading on Thursday, with levels quoted at 99 5/8 bid, par 1/8 offered, another source added.

BofA Securities Inc. is leading the deal that will be used to repay some revolver borrowings.

Mission Broadcasting is a Wichita, Falls, Tex.-based television broadcasting company.

PQ frees up

PQ’s $900 million seven-year senior secured covenant-lite term loan B (B1/BB-) broke for trading too, with levels quoted at par bid, par 3/8 offered, according to a market source.

Pricing on the term loan is Libor plus 275 bps with a 25 bps step-down at 0.5x inside closing date first-lien net leverage and a 0.5% Libor floor. The debt was sold at an original issue discount of 99.75 and has 101 soft call protection for six months.

During syndication, pricing on the term loan firmed at the low end of the Libor plus 275 bps to 300 bps talk and the discount was tightened from 99.5.

Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, BofA Securities Inc., Deutsche Bank Securities Inc., Goldman Sachs Bank USA, KeyBanc Capital Markets and Truist are leading the deal that will be used to refinance a portion of the company’s existing term loan B’s due in 2027. Credit Suisse is the administrative agent.

Closing is expected on June 3.

PQ is a Malvern, Pa.-based producer of specialty inorganic performance chemicals and catalysts.

Insight hits secondary

Insight Global’s fungible $600 million covenant-lite incremental first-lien term loan (B2/B-) due May 2025 and repriced $1.085 billion covenant-lite first-lien term loan (B2/B-) due May 2025 freed to trade as well, with levels quoted at 99¾ bid, par ¼ offered, a market source said.

Pricing on the term loan debt is Libor plus 375 bps with a 1% Libor floor and it has 101 soft call protection for six months. The incremental term loan was sold at an original issue discount of 99.5. The repriced loan was offered with a 37.5 bps amendment fee.

During syndication, the incremental term loan was upsized from $550 million, pricing was trimmed from Libor plus 400 bps and the discount was changed from 99.27, and the repricing of the existing loan was added.

Credit Suisse Securities (USA) LLC, BofA Securities Inc., Truist, Wells Fargo Securities LLC, BMO Capital Markets and Goldman Sachs Bank USA are leading the deal.

The incremental term loan will be used to fund a distribution to shareholders and the repricing will take the existing term loan down from Libor plus 400 bps with a 1% Libor floor.

Insight Global is an Atlanta-based professional services company.

HelpSystems finalizes

In other news, HelpSystems firmed pricing on its $1,365,465,520 senior secured first-lien term loan (B2/B-) due November 2026 at Libor plus 400 bps, the high end of the Libor plus 375 bps to 400 bps talk, a market source remarked.

The term loan has a 25 bps step-down at 5x leverage and a 25 bps step-down upon completion of an initial public offering, a 0.75% Libor floor, a par issue price and 101 soft call protection for six months.

Jefferies LLC is leading the deal that will be used to reprice an existing first-lien term loan down from Libor plus 475 bps with a 1% Libor floor and make additional documentation changes.

HelpSystems, a portfolio company of TA Associates, HGGC and Charlesbank, is an Eden Prairie, Minn.-based provider of IT operations management and monitoring, cybersecurity and business intelligence software.

Conduent pulled

Conduent withdrew its $750 million seven-year term loan B (B1/BB-) from market, explaining in an 8-K filed with the Securities and Exchange Commission that it is postponing refinancing efforts in order to pursue a more optimal outcome at a later point in time.

Talk on the term loan was Libor plus 400 bps to 425 bps with a 0.5% Libor floor and an original issue discount of 99 to 99.5. On Wednesday, talk on the term loan had been lifted from a range of Libor plus 350 bps to 375 bps.

The company was also planning on getting a $550 million revolver.

BofA Securities Inc., Citigroup Global Markets Inc., Mizuho, MUFG, Truist and Wells Fargo Securities LLC were leading the deal that was going to be used with $750 million of senior secured notes to refinance a term loan due 2022, a term loan due 2023 and a revolver.

Conduent is a provider of business process services.

Ilpea sets guidance

Ilpea Industries held its call on Thursday and announced price talk on its $220 million term loan B at Libor plus 425 bps to 450 bps with a 0.5% to 0.75% Libor floor and an original issue discount of 99 to 99.5, a market source said.

PNC Bank is leading the deal that will be used to refinance existing debt and fund a dividend.

Ilpea is a Scottsburg, Ind.-based producer of custom plastic extrusions for the appliance and construction industries.

Colibri on deck

Colibri set a lender call for 11 a.m. ET on June 3 to launch $430 million of credit facilities, according to a market source.

The facilities consist of a $30 million revolver and a $400 million seven-year term loan B, the source said.

RBC Capital Markets and Jefferies LLC are leading the deal that will be used to refinance existing privately placed debt.

Gridiron Capital is the sponsor.

Colibri is a St. Louis-based provider of online learning solutions for professional education.

Proofpoint readies deal

Proofpoint scheduled a lender call for 1 p.m. ET on Tuesday to launch a $2.6 billion first-lien term loan B, a market source remarked.

The company is also getting an $800 million privately placed second-lien term loan, the source added.

Goldman Sachs Bank USA, Macquarie Capital (USA) Inc., BofA Securities Inc., RBC Capital Markets, Barclays, HSBC Securities (USA) Inc., Jefferies LLC, UBS Investment Bank, Antares Capital, Ares, BMO Capital Markets, Golub, Mizuho, KKR Capital Markets, Stone Point and Thoma Bravo Credit are leading the deal that will be used to help fund the buyout of the company by Thoma Bravo for $176.00 per share in cash in a transaction that is valued at $12.3 billion.

Closing is expected in the third quarter, subject to customary conditions, including approval by Proofpoint shareholders and receipt of regulatory approvals.

Proofpoint is a Sunnyvale, Calif.-based cybersecurity and compliance company.


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