Pathway Vet, Carrols Restaurant update deals; American, Gardner, PQ, Meredith set talk

By Sara Rosenberg

New York, June 22 – Pathway Vet Alliance LLC on Monday increased the size of its funded first-lien term loan, firmed the spread on its first-lien debt at the low end of guidance and tightened the original issue discount.

Also, Carrols Restaurant Group Inc. upsized its incremental term loan B, set pricing at the high side of talk and firmed the issue price at the wide end of guidance.

Furthermore, American Airlines Inc., Gardner Denver Inc. (Ingersoll Rand), PQ Corp. and Meredith Corp. released price talk with launch, and thyssenkrupp Elevator and United Mileage Plus joined this week’s primary calendar.

Pathway revised

Pathway Vet Alliance raised its funded first-lien term loan (B3/B) due March 2027 to $943 million from $868 million, while leaving the delayed-draw first-lien term loan (B3/B) due March 2027 at $77 million, set pricing at Libor plus 400 basis points, the tight end of the Libor plus 400 bps to 425 bps talk, and changed the original issue discount to 97.5 from 97, according to a market source.

Also, there was some overall lender-friendly tightening of the document, the source said.

As before, the first-lien term loan debt has a 0% Libor floor and 101 soft call protection for six months.

The delayed-draw first-lien term loan will be undrawn at close and is being sold as a strip with the funded first-lien term loan. The delayed-draw commitment terminates in March 2022 and has a ticking fee of half the drawn spread until June 30 and the full spread thereafter.

Commitments continued to be due at 2 p.m. ET on Monday.

Pathway leads

Jefferies LLC, BofA Securities Inc., Ares, Golub and Nomura are leading Pathway Vet’s credit facilities.

In addition to the first-lien term loan debt, the now $1.355 billion of credit facilities include an $80 million revolver due March 2025 and a $255 million privately placed senior secured second-lien term loan due March 2028.

The credit facilities will be used to fund the recently completed acquisition of the company by TSG Consumer Partners from investment funds managed by Morgan Stanley Capital Partners.

Pathway is an Austin, Tex.-based veterinary management group that operates a synergistic and integrated service model serving the needs of pet families and veterinarians.

Carrols tweaked

Carrols Restaurant Group lifted its non-fungible incremental covenant-lite term loan B due April 30, 2026 to $75 million from $50 million, finalized the spread at Libor plus 625 bps, the high end of the Libor plus 600 bps to 625 bps guidance, and set the original issue discount at 95, the wide end of the 95 to 96 talk, a market source remarked.

The term loan still has a 1% Libor floor and is non-callable for one year.

Wells Fargo Securities LLC is the left lead on the deal that will be used to repay revolver borrowings and to bolster liquidity.

Carrols is a Syracuse, N.Y.-based restaurant franchisee and operator.

American Airlines talk

American Airlines emerged in the morning with plans to hold a call at 10 a.m. ET to launch a $500 million four-year senior secured term loan B (Ba3//BB-) talked at Libor plus 950 bps with a 1% Libor floor and an original issue discount of 95 to 96, according to a market source.

The term loan is non-callable for one year, with a make whole call at T+50 bps, and then callable at 102 in year two, the source said.

Commitments are due at noon ET on Wednesday.

Citigroup Global Markets Inc., Goldman Sachs Bank USA, BofA Securities Inc. and J.P. Morgan Securities LLC are leading the deal that will be used with $1.5 billion of senior secured notes for general corporate purposes, including increasing liquidity and the repayment of a 364-day delayed-draw term loan.

American Airlines is a Fort Worth, Tex.-based airline company.

Gardner details emerge

Gardner Denver launched on its call a $400 million senior secured covenant-lite term loan B (Ba2/BB+) due February 2027 talked at Libor plus 275 bps with a 0% Libor floor, an original issue discount of 98 and 101 soft call protection for six months, a market source said.

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

Citigroup Global Markets Inc., KKR Capital Markets, Goldman Sachs Bank USA, PNC and Credit Agricole are leading the deal that will be used to for general corporate purposes.

Closing is expected on June 29.

Gardner Denver is a provider of mission-critical flow control and compression equipment and associated aftermarket parts, consumables and services.

PQ holds call

PQ hosted a lender call at 2:30 p.m. ET to launch a non-fungible $450 million senior secured covenant-lite term loan B due Feb. 7, 2027 talked at Libor plus 300 bps with a 1% Libor floor, an original issue discount of 97 to 98 and 101 soft call protection for one year, according to a market source.

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

Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Morgan Stanley Senior Funding Inc., J.P. Morgan Securities LLC, Jefferies LLC, Goldman Sachs Bank USA, Deutsche Bank Securities Inc., KeyBanc Capital Markets, BofA Securities Inc. and SunTrust Robinson Humphrey Inc. are leading the deal that will be used with $200 million of other unsecured debt to refinance the company’s existing $625 million 6.75% senior secured notes due 2022 at the current call price.

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

Meredith proposed terms

Meredith launched on its lender call a $410 million incremental term loan (BB-) due Jan. 31, 2025 talked at Libor plus 400 bps to 425 bps with a 1% Libor floor, an original issue discount of 97 and call protection of 103 in year one, 102 in year two and 101 in year three, a market source said.

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

RBC Capital Markets is leading the deal that will be used with cash on hand and a planned $300 million secured high-yield bond offering to redeem the company’s series A preferred stock, and pay fees and expenses incurred in connection with the financing and redemption transactions.

Currently, the company has a roughly $1.1 billion term loan B priced at Libor plus 250 bps with a 0% Libor floor and $1.3 billion of senior unsecured notes priced at 6 7/8%.

Meredith is a Des Moines, Iowa-based media and marketing company.

thyssenkrupp readies deal

thyssenkrupp Elevator set a lender call for 10 a.m. ET on Tuesday to launch a €3.05 billion equivalent U.S. and euro first-lien term loan B, a market source remarked.

Goldman Sachs Bank USA, UBS Investment Bank, Barclays, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and RBC Capital Markets are leading the deal. Goldman is the left lead on the U.S. loan and all of the banks are the physical bookrunners on the euro loan.

The new debt will be used to help fund the buyout of the company by Advent International, Cinven and RAG-Stiftung.

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

thyssenkrupp Elevator is a Germany-based provider of elevator technology.

United Mileage on deck

United Mileage Plus will hold a lender call at 11 a.m. ET on Tuesday to launch a $2 billion first-lien term loan B, according to a market source.

Goldman Sachs Bank USA, Barclays and Morgan Stanley Senior Funding Inc. are leading the loan that will be used with $3 billion of other secured debt to refinance a bridge facility, fund the notes reserve account and the reserve account for the term loan, and make an intercompany loan to United Airlines Inc. that will be used for general corporate purposes.

Mileage Plus is the loyalty program of United Airlines, a Chicago-based airline company.

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