Madison IAQ breaks; Yahoo, Whatabrands, McGraw-Hill, Upstream Rehab changes surface

By Sara Rosenberg

New York, July 20 – Madison IAQ finalized the original issue discount on its incremental first-lien term loan and then the debt made its way into the secondary market on Tuesday.

In more happenings, Yahoo (Verizon Media) moved some funds between its term loans, lowered spreads and tightened issue prices, and Whatabrands LLC (Whataburger) trimmed pricing on its first-lien term loan B.

Also, McGraw-Hill Education Inc. increased the size of its term loan B, revised price talk and set the original issue discount at the wide end of guidance, and Upstream Rehab (Upstream Holdco Inc.) reduced the spread on its incremental first-lien term loan and added a repricing of its existing first-lien term loan.

Furthermore, Trader Interactive moved up the commitment deadline for its term loan B, and McAfee Enterprise/FireEye Products, CoolSys Inc. and Webhelp SAS announced price talk on their loan transactions with launch.

Additionally, Evans Network of Cos., Tekni-Plex Inc. (Trident TPI Holdings Inc.), RV Retailer, Sovos Compliance LLC, Alvogen Pharma US Inc. and Flow Control Group (FCG Acquisitions Inc.) joined this week’s primary calendar.

Madison updated, trades

Madison IAQ set the original issue discount on its fungible $715 million incremental first-lien term loan (B1/B) due June 2028 at 99.25, versus initial talk in the 99 area plus or minus 0.25 a point, according to a market source.

Like the existing term loan, the incremental term loan is priced at Libor plus 325 basis points with a 0.5% Libor floor and has 101 soft call protection through December 2021.

On Tuesday, the incremental term loan freed to trade, with levels quoted at 99 3/8 bid, 99 5/8 offered, another source added.

Goldman Sachs Bank USA is leading the deal that will be used with $75 million of cash from the balance sheet and $320 million of new equity from Madison Industries to fund the acquisition of Big Ass Fans.

Closing is expected during the week of July 26.

Madison IAQ is a provider of indoor air quality solutions. Big Ass Fans is a Lexington, Ky.-based producer of high volume, low speed and connected fans.

Yahoo reworked

Yahoo scaled back its six-year term loan B to $650 million from $750 million and raised its six-year high-yield style term loan B to $850 million from $750 million, cut pricing on the both term loans to Libor plus 550 bps from Libor plus 600 bps and changed the original issue discount on the loans to 98.5 from 98, a market source remarked.

As before, the term loans have a 0.75% Libor floor, the term loan B has 101 soft call protection for six months, and the high-yield style term loan B is non-callable for two years, then callable at par plus 50% of the margin in year three and callable at par plus 25% of the margin in year four.

The company’s $1.65 billion of credit facilities (B/BB+) also include a $150 million five-year revolver.

Recommitments were due at 5 p.m. ET on Tuesday and allocations are expected on Wednesday morning, the source added.

Yahoo lead banks

RBC Capital Markets, Barclays, BMO Capital Markets, Deutsche Bank Securities Inc., Mizuho Securities USA LLC and Jefferies LLC are leading Yahoo’s credit facilities.

The new debt will be used with $500 million of privately placed HoldCo notes to help fund the buyout of Verizon Media by Apollo Global Management Inc. from Verizon for $4.25 billion in cash and preferred interests of $750 million. Verizon will receive and retain a 10% stake in the company.

Verizon Media will be known as Yahoo at the close of the transaction.

Closing is expected in the second half of this year, subject to certain closing conditions.

Yahoo is a technology and media company comprised of brands such as Yahoo and AOL.

Whatabrands revised

Whatabrands lowered the spread on its $2.3 billion seven-year covenant-lite first-lien term loan B to Libor plus 325 bps from Libor plus 350 bps, according to a market source.

The term loan has a 25 bps step-down at 5x net first-lien leverage, a 0.5% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months.

The company’s $2.5 billion of credit facilities (B2/B) also include a $200 million revolver.

Recommitments were due at 5 p.m. ET on Tuesday and allocations are targeted for Wednesday, the source added.

Morgan Stanley Senior Funding Inc., BofA Securities Inc., JPMorgan Chase Bank and UBS Investment Bank are leading the deal that will be used to refinance an existing term loan B and facilitate a broader recapitalization.

Whatabrands is a San Antonio-based restaurant company.

McGraw-Hill modified

McGraw-Hill Education raised its seven-year term loan B to $1.5 billion from $1.15 billion, changed price talk to Libor plus 450 bps to 475 bps from Libor plus 425 bps to 450 bps and firmed the original issue discount at 99, the wide end of the 99 to 99.5 talk, a market source said.

The term loan still has a 0.5% Libor floor and 101 soft call protection for six months.

Commitments are due at 12:30 p.m. ET on Wednesday, the source added.

BofA Securities Inc., BMO Capital Markets, Macquarie Capital (USA) Inc., BNP Paribas Securities Corp., Deutsche Bank Securities Inc., PNC Bank and UBS Investment Bank are leading the deal that will be used to help fund the roughly $4.5 billion buyout of the company by Platinum Equity from Apollo Global Management Inc.

With the term loan B upsizing, the company downsized its senior secured notes offering to $950 million from $1.15 billion and its senior notes offering to $725 million from $875 million.

Closing is expected this summer, subject to customary conditions and regulatory approval.

McGraw-Hill is a New York-based learning science company.

Upstream Rehab flexes

Upstream Rehab trimmed pricing on its fungible $310 million covenant-lite incremental first-lien term loan (B2/B) due November 2026 to Libor plus 425 bps from Libor plus 450 bps and is now looking to reprice its existing $573 million covenant-lite first-lien term loan (B2/B) due November 2026 to Libor plus 425 bps from Libor plus 450 bps, according to a market source.

As before, the term loan debt includes a 25 bps step-down at 5.65x total net leverage and a 0% Libor floor, and the incremental and existing term loan are getting 101 soft call protection for six months.

Original issue discount talk on the incremental term loan remained at 99.5, and the repricing is offered at par, the source said.

Commitments continue to be due at 5 p.m. ET on Wednesday, the source added.

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

The incremental term loan will be used to fund the acquisition of Results Physiotherapy, a Nashville-based provider of physical therapy services.

Upstream Rehab is a Birmingham, Ala.-based provider of outpatient rehabilitation services.

Trader Interactive accelerated

Trader Interactive changed the commitment deadline for its $410 million seven-year term loan B (B3/B) to 10 a.m. ET on Wednesday from end of day on Wednesday, a market source said.

Talk on the term loan is Libor plus 400 bps to 425 bps with a 25 bps step-down at less than 4.9x first-lien net leverage and a 25 bps step-down upon a qualifying initial public offering, a 0.5% Libor floor, an original issue discount of 99 to 99.5 and 101 soft call protection for six months.

Goldman Sachs Bank USA, Credit Suisse Securities (USA) LLC and Societe Generale are leading the deal that will be used to refinance the company’s existing capital structure alongside a recent minority equity investment from Carsales.

Trader Interactive is a Norfolk, Va.-based provider of digital marketing solutions and services across the commercial truck, RV, powersports and equipment industries.

McAfee/FireEye talk

McAfee Enterprise/FireEye Products held its call on Tuesday and announced price talk on its $925 million incremental first-lien term loan at Libor plus 500 bps with a 0.75% Libor floor and an original issue discount of 99 to 99.5, a market source remarked.

Commitments are due at 5 p.m. ET on July 27, the source added.

The company is also getting a $175 million pre-placed second-lien term loan.

UBS Investment Bank, Jefferies LLC, BofA Securities Inc., HSBC Securities (USA) Inc. and KKR Capital Markets are leading the deal that will be used to help fund the acquisition of FireEye Products by a consortium led by Symphony Technology Group for $1.2 billion from FireEye Inc.

Symphony Technology Group intends to combine FireEye, a provider of network, e-mail, endpoint and cloud security products, with McAfee Enterprise, a provider of device-to-cloud cybersecurity solutions.

Closing is expected by the end of the fourth quarter, subject to regulatory approvals and customary conditions.

CoolSys proposed terms

CoolSys came out with talk of Libor plus 475 bps to 500 bps with a 0.75% Libor floor, an original issue discount of 99 and 101 soft call protection for six months on its $360 million first-lien term loan (B3/B-) and $80 million delayed-draw first-lien term loan (B3/B-) that launched with a call during the session, according to a market source.

The company’s $510 million of credit facilities also include a $70 million ABL revolver.

Commitments are due at 5 p.m. ET on Aug. 3, the source added.

UBS Investment Bank, Macquarie Capital (USA) Inc. and Antares Capital are leading the deal, which will be used to refinance existing debt.

CoolSys, a portfolio company of Ares Management, is a Brea, Calif.-based refrigeration and HVAC services company.

Webhelp guidance

Webhelp launched on a morning lender call a €580 million equivalent U.S. and euro seven-year senior secured incremental term loan B (B2), with the minimum $350 million U.S. piece talked at Libor plus 375 bps to 400 bps with a 0.5% Libor floor and an original issue discount of 99 to 99.5, and the euro piece talked at Euribor plus 375 bps to 400 bps with a 0% floor and a discount in the 99.5 area, a market source said.

The term loan debt has 101 soft call protection for six months on a repricing transaction.

Commitments are due at 11 a.m. ET on July 29, the source added.

Goldman Sachs and KKR Capital Markets are the mandated lead arrangers and bookrunners on the deal. Other bookrunners include HSBC and RBC.

Proceeds will be used to help fund the acquisition of OneLink Holdings from One Equity Partners, repay revolver borrowings, repay existing OneLink debt and pay transaction related fees and expenses.

Webhelp is a Paris-based provider of customer experience and business solutions. OneLink is a provider of business process outsourcing and customer relationship management solutions.

Evans on deck

Evans Network will hold a lender call on Thursday to launch $680 million of term loans, split between a $450 million first-lien term loan, a $40 million delayed-draw first-lien term loan and a $190 million second-lien term loan, according to a market source.

The company’s $830 million of senior secured credit facilities also include a $150 million privately placed ABL revolver.

Previously it was known that the company would be launching an $830 million transaction this month, but the exact launch date and tranching were unavailable.

Commitments are due on Aug. 5, the source added.

Antares Capital is leading the deal that will be used to support Court Square’s recapitalization of the company.

Evans Network is a Schuylkill Haven, Pa.-based asset-light logistics platform providing critical services at scale to a network of independent freight agents.

Tekni-Plex joins calendar

Tekni-Plex set a lender call for 10 a.m. ET on Wednesday to launch a $705 million seven-year incremental first-lien term loan, a market source remarked.

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

Commitments are due at 5 p.m. ET on July 29, the source added.

Credit Suisse Securities (USA) LLC, BMO Capital Markets and Jefferies LLC are leading the deal that will be used to fund the acquisition of Grupo Phoenix and an additional tuck-in acquisition.

Tekni-Plex is a Wayne, Pa.-based provider of specialty packaging solutions. Grupo Phoenix is a manufacturer of rigid packaging.

RV Retailer readies deal

RV Retailer scheduled a lender call for 11 a.m. ET on Wednesday to launch $180 million of term loans, according to a market source.

The debt consists of a $140 million incremental term loan and a $40 million delayed-draw term loan, the source said.

Goldman Sachs Bank USA is leading the deal that will be used to fund near-term acquisitions, add cash to balance sheet for future acquisitions and for general corporate purposes.

RV Retailer is a recreational vehicle retail company.

Sovos coming soon

Sovos Compliance will hold a lender call at 1:30 p.m. ET on Wednesday to launch a $1.46 billion seven-year first-lien term loan (B-), which includes a $215 million delayed-draw tranche, a market source said.

The term loan has 101 soft call protection for one year, and the delayed-draw piece has ticking fees of half the margin from days 61 to 90 and the full margin thereafter, the source added.

Commitments are due at 5 p.m. ET on July 29.

Credit Suisse Securities (USA) LLC, Fifth Third, Jefferies LLC and Mizuho are leading the deal that will be used to refinance existing debt, finance acquisition activity and fund a shareholder distribution.

Sovos Compliance is a provider of indirect tax and regulatory compliance software.

Alvogen plans call

Alvogen set a lender call for 2 p.m. ET on Wednesday to launch a fungible $135 million senior secured incremental first-lien term loan due December 2023, according to a market source.

Jefferies LLC and Morgan Stanley Senior Funding Inc. are leading the deal that will be used to refinance an existing term loan B due 2022.

Pro forma for the transaction, the 2023 term loan will total about $936,438,000.

Alvogen is a pharmaceutical company that specializes in developing, licensing, manufacturing, marketing and distributing niche, complex generic and branded products.

Flow Control on deck

Flow Control scheduled a lender call for 10:30 a.m. ET on Wednesday to launch $170 million of term loans, split between a fungible upon draw $120 million 18-month delayed-draw first-lien term loan due April 1, 2028 and a fungible upon draw $50 million 18-month delayed-draw second-lien term loan due April 1, 2029, a market source remarked.

Like the existing term loans, pricing on the delayed-draw first-lien term loan is Libor plus 375 bps with a 25 bps step-down at 5.9x total net leverage and upon an initial public offering, and a 0.5% Libor floor, and pricing on the delayed-draw second-lien term loan is Libor plus 675 bps with a 25 bps step-down upon an initial public offering and a 0.5% Libor floor. The first-lien term loan has 101 soft call protection until Oct. 1 and the second-lien term loan has the same 102, 101 call protection as the existing second-lien term loan.

Original issue discount talk on the term loans is not yet available.

Flow Control fees

Ticking fees on Flow Control’s delayed-draw term loans are half the spread from days 61 to 120 and the full spread thereafter, the source continued.

Commitments are due at noon ET on July 27.

Credit Suisse Securities (USA) LLC, UBS Investment Bank, KKR Capital Markets and SPC are leading the deal, with Credit Suisse the left lead on the first-lien loan and UBS the left lead on the second-lien loan.

The loans will be used to for working capital and other general corporate purposes.

Flow Control is a Charlotte, N.C.-based distributor and technical adviser for mission critical flow control and industrial automation products and related services.

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