Refinitiv, Quorum Business, Hillman Group, PlayPower break; Encino adjusts deadline

By Sara Rosenberg

New York, Sept. 18 – Refinitiv modified the original issue discount on its U.S. and euro term loans and added leverage-based pricing step-downs to both tranches before freeing up for trading on Tuesday, and deals from Quorum Business Solutions (QBS Parent Inc.), Hillman Group Inc. and PlayPower Inc. broke as well.

In more happenings, Encino Acquisition Partners Holdings LLC extended the commitment deadline on its second-lien term loan due to the Yom Kippur holiday.

Also, Envision Healthcare Corp., Speedcast International Ltd., Idera Inc. and PS Logistics (PS HoldCo LLC) released price talk with launch, and Forming Machining Industries Holdings LLC and R.R. Donnelley & Sons Co. emerged with new deal plans.

Refinitiv updated

Refinitiv adjusted the original issue discount on its $6.5 billion seven-year covenant-light term loan B and $2.75 billion equivalent euro seven-year covenant-light term loan B to 99.75 from revised talk in the 99.5 area and initial talk in the range of 99 to 99.5, and added a 25 basis points pricing step-down at 3.75 times net first-lien leverage to both loans, according to a market source.

As before, the U.S. term loan is priced at Libor plus 375 basis points with no Libor floor, the euro term loan is priced at Euribor plus 400 with a 0% floor, and both loans have 101 soft call protection for six months.

On Monday, the U.S. term loan was upsized from $5.5 billion and pricing was cut from talk in the range of Libor plus 400 bps to 425 bps, and the euro term loan was increased from $2.5 billion equivalent and pricing was trimmed from Euribor plus 425 bps.

The company’s $10 billion equivalent of credit facilities also include a $750 million revolver.

Refinitiv frees up

After terms finalized, Refinitiv’s credit facilities emerged in the secondary market, with the U.S. term loan quoted at par ¼ bid, par ½ offered, traders added.

Bank of America Merrill Lynch, J.P. Morgan Securities LLC, Citigroup Global Markets Inc., Wells Fargo Securities LLC, Morgan Stanley Senior Funding Inc., Goldman Sachs Bank USA, UBS Investment Bank, Credit Suisse Securities (USA) LLC, HSBC Securities (USA) Inc., Deutsche Bank Securities Inc., Barclays, RBC Capital Markets and Sumitomo are leading the deal.

Proceeds will be used with $4.25 billion equivalent of bonds, downsized from $5.5 billion equivalent with the recent upsizing of the term loans, to help fund the acquisition by Blackstone, Canada Pension Plan Investment Board and GIC of a 55% stake in Thomson Reuters’ Financial & Risk business, which will be renamed Refinitiv.

Thomson Reuters will receive about $17 billion in gross proceeds when the transaction closes, subject to purchase price adjustments, and will retain a 45% equity stake in the company.

Closing is expected on Oct. 1.

Refinitiv is a data and financial technology platform.

Quorum tops OID

Quorum Business Solutions’ $245 million seven-year covenant-light first-lien term loan began trading as well, with levels seen at par bid, par ½ offered before moving up to par ¼ bid, par ¾ offered, market sources said.

Pricing on the first-lien term loan is Libor plus 400 bps with a 0% Libor floor and it was sold at an original issue discount of 99.75. The debt has 101 soft call protection for six months.

On Monday, the first-lien term loan was upsized from $230 million as the company’s privately placed second-lien term loan was downsized to $85 million from $100 million, pricing was reduced from Libor plus 450 bps and the discount tightened from 99.5.

Credit Suisse Securities (USA) LLC and Macquarie Capital (USA) Inc. are leading the deal that will be used to help fund the buyout of the company by Thoma Bravo LLC from Silver Lake.

Closing is expected this quarter, subject to customary conditions and regulatory approvals.

Quorum is a provider of finance, operations and accounting software to energy companies.

Hillman hits secondary

Hillman Group’s fungible $365 million incremental term loan B (B2/B-/B) due May 31, 2025 also broke, with levels quoted at 98¼ bid, 98¾ offered, according to a trader.

Pricing on the incremental loan is Libor plus 400 bps with a 0% Libor floor and it was sold at an original issue discount of 97.5. The debt has 101 soft call protection for six months.

During syndication, pricing on the incremental loan was raised from Libor plus 350 bps and the discount was adjusted from 99.

As a result of the recent flex, the company is widening pricing on its existing $695 million term loan B to Libor plus 400 bps with a 0% Libor floor from Libor plus 350 bps with a 0% Libor floor so as to match the incremental loan terms.

Jefferies LLC is the lead on the deal and the administrative agent.

Proceeds will be used to fund the acquisition of Big Time Products, which is expected to close this week.

Hillman is a Cincinnati-based distributor of fasteners, keys, engravable tags, letters, numbers, signs and other hardware-related items. Big Time is a provider of personal protection and work gear products.

PlayPower starts trading

PlayPower’s $28 million add-on term loan hit the secondary too, with levels seen at par ½ bid, 101 offered, a market source remarked.

The add-on term loan is priced at Libor plus 475 bps with a 1% Libor floor and was issued at par.

SG Americas Securities LLC is leading the deal that will be used to fund an acquisition.

PlayPower is a Huntersville, N.C.-based manufacturer of commercial playground equipment, shade structures and floating dock systems.

Encino tweaks timing

Back in the primary market, Encino Acquisition Partners pushed out the commitment deadline on its $550 million seven-year senior secured second-lien term loan (B2/BB-/BB-) to noon ET on Friday from Wednesday, a market source said.

The source explained that Wednesday is Yom Kippur and the commitment deadline was changed so it would not coincide with the holiday.

Talk on the term loan is Libor plus 625 bps with a 1% Libor floor, an original issue discount of 99 and call protection of non-callable for one year, then at 102 in year two and 101 in year three.

Jefferies LLC, Citigroup Global Markets Inc. and BMO Capital Markets are leading the deal that will be used to help fund the acquisition of the Ohio Utica Assets from Chesapeake Energy Corp. for about $2 billion.

Closing is expected in the fourth quarter, subject to customary conditions, including the receipt of third-party consents.

Encino Acquisition is a Houston-based oil and gas company. The company was formed in 2017 through a partnership with Canada Pension Plan Investment Board.

Envision reveals guidance

Envision Healthcare held its bank meeting on Tuesday and announced talk of Libor plus 400 bps with a 0% Libor floor and an original issue discount of 99 to 99.5 on its $5.05 billion seven-year covenant-light first-lien term loan B (B1/B+), according to a market source.

As previously reported, the term loan has 101 soft call protection for six months and a commitment deadline of 5 p.m. ET on Oct. 1.

The company’s $5.9 billion of senior secured credit facilities also include a $550 million asset-based revolver (Ba1/BB) and a $300 million five-year revolver (B1/B+).

Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Morgan Stanley Senior Funding Inc., Barclays, Goldman Sachs Bank USA, Jefferies LLC, UBS Investment Bank, RBC Capital Markets, Societe Generale, HSBC Securities (USA) Inc., Mizuho Bank, BMO Capital Markets, SunTrust Robinson Humphrey Inc., Credit Agricole and KKR Capital Markets are leading the deal that will be used with up to $2.15 billion in senior notes and up to $3.5 billion in equity to fund the buyout of the company by KKR for $46.00 per share in cash, or about $9.9 billion including the assumption or repayment of debt.

Closing is expected in the fourth quarter, subject to customary conditions and regulatory approvals.

Envision is a Nashville, Tenn.-based provider of outsourced physician and ambulatory services.

Speedcast sets talk

Speedcast held its lender call in the morning, and shortly before it began, talk on its fungible $175 million incremental senior secured first-lien term loan (Ba3/BB-) due May 2025 emerged at Libor plus 275 bps with a 0% Libor floor and an original issue discount of 99 to 99.5, a market source remarked.

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

Commitments are due at 5 p.m. ET on Sept. 25.

In connection with the incremental loan, the company is lifting pricing on its existing first-lien term loan to Libor plus 275 bps with a 0% Libor floor from Libor plus 250 bps with a 0% Libor floor, the source added.

Credit Suisse Securities (USA) LLC is the lead bank on the deal.

Speedcast buying Globecomm

Speedcast will use the incremental term loan to fund the acquisition of Globecomm Systems Inc. from HPS Investment Partners LLC and Tennenbaum Capital Partners LLC for an estimated net purchase consideration of $135 million, including expected purchase price adjustments, and to repay some revolver borrowings.

Pro forma last-12-months net debt to EBITDA is anticipated at 3.3 times for June 2018, including Globecomm contribution to EBITDA and anticipated cost synergies.

Closing is expected in the fourth quarter, subject to regulatory approvals and other customary conditions.

Speedcast is an Australia-based provider of remote communication and IT solutions. Globecomm is a Hauppauge, N.Y.-based provider of remote communications and multi-network infrastructure to government, maritime and enterprise sectors.

Idera details surface

Idera launched on its call a $65 million incremental first-lien term loan due June 2024 at talk of Libor plus 450 bps with a 1% Libor floor and an original issue discount of 99.5, a market source said.

Commitments are due on Sept. 24, the source added.

Jefferies LLC is leading the deal that will be used to fund three strategic acquisitions and for general corporate purposes.

Idera is a Houston-based provider of software tools for databases.

PS Logistics holds call

PS Logistics hosted a lender call at 11 a.m. ET to launch a fungible $20 million incremental first-lien term loan due March 2025 and a repricing of its existing $250 million first-lien term loan due March 2025 at talk of Libor plus 475 bps with a 1% Libor floor and 101 soft call protection for six months, according to a market source.

The new money is talked with an original issue discount of 99.75, the source said.

Commitments are due at the end of the day on Sept. 25.

UBS Investment Bank is leading the deal.

The incremental loan will be used to fund a distribution and the repricing will take the existing loan down from Libor plus 525 bps with a 1% Libor floor.

PS Logistics is a flatbed transportation solution provider.

Forming Machining on deck

Forming Machining Industries set a bank meeting in New York for Thursday morning to launch $370 million of credit facilities, a market source remarked.

The facilities consist of a $50 million revolver, a $245 million first-lien term loan and a $75 million second-lien term loan, the source added.

Antares Capital and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to fund the acquisition of The Atlas Group, a Wichita, Kan.-based manufacturer of flight critical, complex assemblies for a wide range of commercial, business, and military aircraft.

Forming Machining, an AE Industrial Partners portfolio company, is a Park City, Kan.-based manufacturer of large, complex assemblies primarily for commercial aircraft.

R.R. Donnelley joins calendar

R.R. Donnelley & Sons scheduled a bank meeting for 2 p.m. ET in New York on Thursday to launch a $400 million covenant-light term loan B due January 2024 that has 101 soft call protection for six months, according to a market source.

Bank of America Merrill Lynch is the left lead on the deal that will be used to repay debt and for general corporate purposes.

R.R. Donnelley is a Chicago-based communications provider enabling organizations to create, manage, deliver and optimize their multichannel marketing and business communications.

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