Caesars, Generac, APC Aftermarket, Spectrum break; Charter NEX, Kepro, Boyd revise deals

By Sara Rosenberg

New York, May 9 – Deals from Caesars Entertainment Resort Properties LLC, Generac Power Systems Inc. and APC Aftermarket all hit the secondary market on Tuesday, and Spectrum Brands Inc. approached lenders with an add-on term loan B in the morning and freed the debt for trading by late day.

In more happenings, Charter NEX US Inc. upsized its term loan, trimmed the spread and finalized the issue price at the tight end of guidance, and Kepro (Keystone Acquisition Corp.) widened spreads and original issue discounts on its first- and second-lien term loans and made a number of documentation changes.

Also, Boyd Corp. revised price talk and issue prices on its term loans, and Mortgage Contracting Services accelerated the commitment deadline on its loan transaction.

Furthermore, Focus Financial Partners, DiversiTech Holdings Inc., Hyperion Insurance Group Ltd., Telenet, KIK Custom Products Inc. and Aptean Inc. disclosed price talk with launch, and Post Holdings Inc., Regal Cinemas Corp. and ION Media Networks Inc. joined this week’s new issue calendar.

Caesars starts trading

Caesars Entertainment Resort Properties’ $2,419,000,000 senior secured first-lien term loan (B1/CCC+) due October 2020 emerged in the secondary market on Tuesday, with levels quoted at par 3/8 bid, par 7/8 offered, according to a market source.

Pricing on the loan is Libor plus 350 basis points with a 1% Libor floor, and it was issued at par. The debt has 101 soft call protection for six months.

On Friday, pricing on the term loan was reduced from talk of Libor plus 375 bps to 400 bps.

Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC and Morgan Stanley Funding Inc. are leading the deal that will be used to reprice an existing term loan from Libor plus 600 bps with a 1% Libor floor.

Closing is expected during the week of May 15.

Caesars Entertainment Resort, a wholly owned subsidiary of Caesars Entertainment Corp., is a Las Vegas-based owner of casinos.

Generac hits secondary

Generac Power Systems’ $929 million term loan B broke too, with levels seen at par bid, par ½ offered, a market source said.

Pricing on the term loan is Libor plus 225 bps with a 0.75% Libor floor, and it was issued at par. The loan has 101 soft call protection for six months.

J.P. Morgan Securities LLC is leading the deal that will be used to reprice an existing term loan from Libor plus 275 bps with a step-down to Libor plus 250 bps at leverage of less than 3 times and a 0.75% Libor floor.

Generac is a Waukesha, Wis.-based designer and manufacturer of generators.

APC frees up

APC Aftermarket’s credit facilities also allocated and began trading, with the $315 million seven-year covenant-light first-lien term loan (B2/B) quoted at 98 bid, 99 offered, a market source remarked.

Pricing on the first-lien term loan is Libor plus 500 bps with a 1% Libor floor, and it was sold at an original issue discount of 98. The debt has 101 soft call protection for one year.

During syndication, pricing on the first-lien term loan was increased from Libor plus 450 bps, the discount widened from 99, the call protection was extended from six months, the MFN sunset was eliminated, the incremental first-lien starter was reduced to $50 million and the unlimited amount was set at 0.25 times inside of closing leverage, EBITDA add-backs were capped to 25%, the excess cash flow sweep was increased to 75% and basket sizes and ratios were tightened.

APC revolver, second-lien

APC Aftermarket’s $515 million in credit facilities also include a $75 million asset-based revolver and a $125 million privately placed eight-year second-lien term loan.

Jefferies LLC and Goldman Sachs Bank USA are leading the deal.

Proceeds will be used to fund the acquisition and merger of AP Exhaust Products Inc. and CWD LLC by Harvest Partners and Audax Group to create APC Aftermarket, an emissions supplier in the automotive, heavy-duty, and performance aftermarkets as well as a full-line distributor and supplier of aftermarket brake and chassis components.

Spectrum launches, breaks

Spectrum Brands launched without a call in the morning a fungible $250 million covenant-light add-on term loan B (Ba1/BB+) due June 23, 2022 at pricing of Libor plus 200 bps with no Libor floor and a par issue price, according to a market source.

Pricing on the add-on loan matches existing term loan B pricing.

Commitments were due at 3 p.m. ET on Tuesday and by late day the add-on loan began trading, with levels quoted at par 3/8 bid, par 7/8 offered, a trader added.

RBC Capital Markets and Deutsche Bank Securities Inc. are leading the deal that will be used to pay down revolver drawings and for other general corporate purposes.

Total net leverage at the company remains unchanged at 3.9 times.

Closing is expected this month.

Spectrum Brands is a Middleton, Wis.-based consumer products company.

Charter NEX tweaked

In other news, Charter NEX raised its seven-year first-lien term loan to $610 million from $585 million, cut pricing to Libor plus 325 bps from Libor plus 350 bps and set the original issue discount at 99.5, the tight end of the 99 to 99.5 talk, a market source said.

As before, the term loan has a 1% Libor floor and 101 soft call protection for six months.

The company’s now $685 million in credit facilities also include a $75 million revolver.

Jefferies Finance LLC and Nomura are leading the deal that will be used with equity and senior unsecured payment-in-kind toggle notes to fund the buyout of the company by Leonard Green & Partners LP from Pamplona Capital Management.

Due to the term loan upsizing, the notes were reduced by $25 million, the source added.

Charter NEX is a manufacturer of monolayer, coextruded and barrier films.

Kepro reworks deal

Kepro increased pricing on its $205 million seven-year first-lien term loan (B1/B) to Libor plus 525 bps from talk of Libor plus 400 bps to 425 bps, moved the original issue discount to 98 from 99 and extended the 101 soft call protection to one year from six months, while leaving the 1% Libor floor intact, according to a market source.

Additionally, pricing on the $100 million eight-year second-lien term loan (Caa2/CCC+) was raised to Libor plus 925 bps from talk of Libor plus 800 bps to 825 bps and the discount was changed to 98 from 98.5, the source said. This tranche still has a 1% Libor floor and hard call protection of 102 in year one and 101 in year two.

Other changes to both term loans included reducing the incremental freebie basket to $40 million with no grower, removing the MFN sunset, adding a 0.25 times step-down after eight fiscal quarters to the maximum total net leverage ratio covenant, and removing the leveraged-based step-downs for repayments from asset sale proceeds.

Kepro ECF sweep

Kepro also modified the excess cash flow sweep on the first-lien term loan was increased to 75% in excess of $5 million with step-downs to 50%, 25% and 0% at first-lien net leverage of 3.25 times, 2.75 times and 2.25 times, respectively, and on the second-lien term loan was increased to 75% in excess of $5 million with step-downs to 50%, 25% and 0% at total secured net leverage of 5.25 times, 4.75 times and 4.25 times, respectively.

And, on the first-lien term loan, the unlimited first-lien incremental debt was reduced to up to 3.5 times first-lien net leverage and unlimited junior lien incremental debt was reduced to up to 5.5 times total secured net leverage, the unsecured debt capacity was reduced to 5.5 times from 6.0 times and the 2.0 times interest coverage ratio test was removed, the unlimited investment capacity was lowered to 4.25 times total net leverage from 4.75 times, and the unlimited restricted payments and subordinated debt prepayments was reduced to 4.0 times total net leverage from 4.25 times, the source continued.

Leverage-based baskets on the second-lien term loan were set to equal first-lien baskets.

Kepro lead banks

RBC Capital Markets LLC and Capital One are leading Kepro’s $330 million in credit facilities, which also include a $25 million revolver (B1/B).

Recommitments were due at 1 p.m. ET on Tuesday and allocations are expected on Wednesday, the source added.

Proceeds will be used to help fund the buyout of the company.

Kepro is a Harrisburg, Pa.-based quality improvement and care management organization.

Boyd modifies loans

Boyd lifted price talk on its $730 million first-lien term loan (B2) to a range of Libor plus 450 bps to 475 bps from a range of Libor plus 375 bps to 400 bps and changed the original issue discount to 99 from 99.5, according to a market source.

Furthermore, talk on the company’s $285 million second-lien term loan (Caa2) widened to a range of Libor plus 850 bps to 875 bps from Libor plus 800 bps and the discount was adjusted to 98 from 99, the source said.

As before, both term loans have a 1% Libor floor, the first-lien term loan has 101 soft call protection for six months, and the second-lien term loan has hard call protection of 102 in year one and 101 in year two.

The company’s $1.09 billion in credit facilities also include a $75 million revolver.

Commitments continue to be due on Thursday, the source added.

Boyd buying Aavid

Proceeds from Boyd’s credit facilities will be used to help fund the acquisition of Aavid Thermalloy, a Laconia, N.H.-based design engineering and manufacturing corporation focused on thermal management solutions.

Antares Capital, Societe Generale and Macquarie Capital (USA) Inc. are leading the debt.

Boyd, a Genstar Capital portfolio company, is a Modesto, Calif.-based designer and manufacturer of highly engineered, specialty material-based thermal management and environmental sealing solutions.

Mortgage Contracting accelerated

Mortgage Contracting Services moved up the commitment deadline on its $390 million seven-year first-lien senior secured term loan B to noon ET on Thursday from Monday, a market source said.

Talk on the term loan is Libor plus 500 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

The company’s $425 million in credit facilities (B2/B) also include a $35 million five-year revolver.

Goldman Sachs Bank USA, Deutsche Bank Securities Inc. and Jefferies Finance LLC are leading the deal that will be used to help fund the buyout of the company by American Securities.

Mortgage Contracting Services is a Lewisville, Texas-based provider of critical specialized services to mortgage servicers and originators.

Focus releases talk

Also in the primary market, Focus Financial held its lender meeting on Tuesday, launching its $755 million seven-year covenant-light first-lien term loan at talk of Libor plus 350 bps to 375 bps with a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, according to a market source.

Commitments are due on May 19, the source said.

In addition, the company is getting a $207 million privately placed eight-year covenant-light second-lien term loan at pricing of Libor plus 750 bps with a 0% Libor floor and an original issue discount of 99. This tranche includes call protection of 102 in year one and 101 in year two.

RBC Capital Markets and SunTrust Robinson Humphrey are leading the deal that will be used to help fund the acquisition of a majority stake in the company by an investor group led by Stone Point Capital and KKR from Centerbridge Partners, Summit Partners and Polaris Partners in a transaction that values Focus Financial at about $2 billion.

Focus Financial is a New York-based partnership of independent, fiduciary wealth-management firms.

DiversiTech details

DiversiTech announced price talk on its $325 million seven-year covenant-light first lien term loan (B2/B+) and $120 million eight-year second lien term loan (Caa2/CCC+) with its morning bank meeting, a market source said.

Talk on the first-lien term loan is Libor plus 375 bps with a 1% Libor floor, an original issue discount of 99 to 99.5 and 101 soft call protection for six months, and talk on the second-lien term loan is Libor plus 750 bps with a 1% Libor floor, a discount of 99 and call protection of 102 in year one and 101 in year two, the source continued.

The company’s $495 million in senior secured credit facilities also provide for a $50 million five-year revolver (B2/B+).

Commitments are due on May 22, the source added.

DiversiTech being acquired

Proceeds from DiversiTech’s credit facilities will be used to help fund its buyout by Permira Funds from the Jordan Co. LP.

RBC Capital Markets LLC, Barclays, Deutsche Bank Securities Inc. and SG Americas Securities LLC are leading the deal, with RBC the left lead on the first-lien debt and Barclays the left lead on the second-lien debt. RBC is the administrative agent on all of the tranches.

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

DiversiTech is a Duluth, Ga.-based manufacturer of components and products related to the heating, ventilating, air conditioning and refrigeration industry.

Hyperion discloses guidance

Hyperion Insurance Group came out with talk on the repricing of its existing $854,390,863 senior secured first-lien term loan B due April 29, 2022 and new €100 million incremental senior secured first-lien term loan B due April 29, 2022 in connection with its morning lender call, according to a market source.

Talk on the repriced loan is Libor plus 400 bps with a 1% Libor floor and a par issue price, and the add-on loan is talked at Euribor plus 425 bps to 450 bps with a 0% floor and an original issue discount of 99.75 to par, with both having 101 soft call protection for six months, the source said.

Consents/commitments are due at 10 a.m. ET on May 16.

Morgan Stanley Senior Funding Inc. and Lloyds are leading the deal.

The repricing will take the existing term loan down from Libor plus 450 bps with a 1% Libor floor, and the incremental term loan will be used to pay down outstanding revolver borrowings, to fund near-term acquisitions and for general corporate purposes.

Hyperion is a London-based insurance intermediary group.

Telenet holds call

Telenet hosted a lender call, launching a $500 million add-on term loan AI at talk of Libor plus 275 bps with a 0% Libor floor and an original issue discount of 99.5 to 99.75, a market source said.

The spread and floor on the add-on loan matches existing term loan AI pricing.

J.P. Morgan Securities LLC, Goldman Sachs Bank USA, BNP Paribas Securities Corp. and the Bank of Nova Scotia are leading the deal that will be used to refinance existing euro senior notes due 2022. Scotia is the administrative agent.

Telenet is a Mechelen, Belgium-based cable operator.

KIK reveals OID

KIK Custom Products launched on its lender call its $200 million add-on senior secured first-lien term loan B due Aug. 26, 2022 with original issue discount talk of 99 to 99.5, according to a market source.

The add-on term loan is priced at Libor plus 450 bps with a 1% Libor floor, in line with existing term loan pricing, and has 101 soft call protection for six months.

Commitments are due at 5 p.m. ET on May 16, the source said.

Barclays, BMO Capital Markets, Nomura, Macquarie Capital (USA) Inc. and SunTrust Robinson Humphrey Inc. are leading the deal that will be used for general corporate purposes, to fund an ABL repayment and to finance a $90 million acquisition.

KIK is an Ontario-based manufacturer of consumer products.

Aptean terms emerge

Aptean released issue price talk of par on its fungible $50 million add-on senior secured covenant-light first-lien term loan B (B) due Dec. 20, 2022 that launched with a late-morning lender call, a market source remarked.

The add-on loan is priced at Libor plus 500 bps with a 1% Libor floor, and the debt has 101 soft call protection through June 20.

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

Morgan Stanley Senior Funding Inc., Macquarie Capital (USA) Inc., MUFG and SunTrust Robinson Humphrey Inc. are leading the deal that will be used for general corporate purposes, including to repay drawn revolver borrowings, to fund near-term acquisitions and to pay fees and expenses related to the financing.

Aptean is an Alpharetta, Ga.-based provider of enterprise application software.

Post sets launch

Post Holdings will hold a lender call at noon ET on Wednesday to launch its previously announced $2 billion seven-year first-lien term loan B (BB-), according to a market source.

The term loan is talked at Libor plus 250 bps with a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, the source said.

Commitments are due at 5 p.m. ET on May 19.

Credit Suisse Securities (USA) LLC is the left lead on the deal that will be used with cash on hand to fund the £1.4 billion acquisition of Weetabix Ltd. from Bright Food Group and Baring Private Equity Asia and to fund tender offers for $800 million of 7¾% senior notes due 2024 and $400 million of 8% senior notes due 2025.

Post is a St. Louis-based cereal, food and nutrition company.

Regal on deck

Regal Cinemas scheduled a lender call for 10:30 a.m. ET on Wednesday to launch a $150 million incremental first-lien term loan due April 2022 and a repricing of its existing $954 million covenant-light first-lien term loan due April 2022, a market source remarked.

The loans are talked with a 0.75% Libor floor, a par issue price and 101 soft call protection for six months, the source said, adding that spread guidance is not yet available.

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

The incremental term loan will be used for general corporate purposes, and the repricing will modify pricing on the existing term loan from Libor plus 250 bps with a 0.75% Libor floor

Regal Cinemas is a subsidiary of Regal Entertainment Group, a Knoxville, Tenn.-based motion picture exhibitor.

ION readies loan

ION Media Networks set a lender call for Wednesday to launch a repricing of its $1,077,000,000 term loan B talked at Libor plus 275 bps to 300 bps with a 1% Libor floor, a par issue price and 101 soft call protection for six months, according to a market source.

J.P. Morgan Securities LLC is leading the deal that will reprice the existing term loan down from Libor plus 350 bps with a 1% Libor floor.

ION is a television broadcast network.

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