Hostess, Regal, Culligan break; CHG dips with add-on; Western Refining rises on acquisition

By Sara Rosenberg

New York, Nov. 17 – Hostess Holdco LLC changed the original issue discount on its incremental first-lien term loan and then broke for trading on Thursday, and Regal Cinemas Corp. and Culligan Holding Inc. hit the secondary market as well.

Also in trading, CHG Healthcare Services Inc.’s term loan was softer with the launch of an add-on piece and an amendment, Western Refining Inc.’s term loans headed higher as the company revealed that it is being acquired by Tesoro Corp., and CSM Bakery Solutions LLC’s term loan weakened on the back of earnings.

Back in the primary market, ProAmpac trimmed pricing on its first-lien term loan while extending the call protection, and finalized the spread on its second-lien term loan at the low end of talk, and Learfield Communications Inc. firmed the spread on its first-lien term loan at the low end of guidance, added two pricing step-downs and modified the original issue discount.

Additionally, Sirva Inc. widened spread and original issue discount on its term loan B, Cable & Wireless Communications increased the size of its add-on term loan B and tightened the issue price, and Equinox Holdings Inc. upsized its incremental first-lien term loan and finalized the original issue discount at the tight side of guidance.

Furthermore, Four Seasons Hotels and Resorts and Anchor Glass Container Corp. accelerated the commitment deadlines on their loans transactions, Ocwen Financial Corp. released talk with launch, and Intermedia.net Inc. disclosed original issue discount talk on its first- and second-lien term loans.

Hostess updated, trades

Hostess adjusted the original issue discount on its $83 million incremental covenant-light first-lien term loan due August 2022 to 99.75 from 99.5, according to a market source.

As before, pricing on the incremental term loan and on the repricing of the company’s existing $916 million covenant-light first-lien term loan due August 2022 is Libor plus 300 basis points with a 1% Libor floor, the repricing is offered with a par issue price, and all of the first-lien term loan debt is getting 101 soft call protection for six months.

Recommitments were due at noon ET on Thursday, and then the debt freed up for trading with levels quoted at 100¼ bid, 100¾ offered, another source added.

Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., UBS Investment Bank, Morgan Stanley Senior Funding Inc. and RBC Capital Markets are leading the deal (B1/BB-).

Proceeds from the incremental term loan will be used to refinance remaining second-lien debt, and the repricing will take the existing term loan down from Libor plus 350 bps with a 1% Libor floor.

Hostess is a Kansas City, Mo.-based sweet baked goods company.

Regal frees up

Regal Cinemas’ $956 million covenant-light first-lien term loan (Ba1/BB) due April 2022 surfaced in the secondary market too, with levels seen at par bid, 100¼ offered, according to a market source.

The term loan is priced at Libor plus 250 bps with a 0.75% Libor floor, and was issued at par. The debt has 101 soft call protection for six months.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to reprice an existing term loan from Libor plus 275 bps with a 0.75% Libor floor.

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

Culligan hits secondary

Culligan’s credit facility also began trading, with the $300 million U.S. seven-year covenant-light first-lien term loan (B2/B) quoted at par bid, 100¾ offered, a trader said.

The U.S. first-lien term loan is priced at Libor plus 400 bps with a 1% Libor floor, and was sold at an original issue discount of 99.5. The debt includes 101 soft call protection for six months.

The company’s $600 million senior secured credit facility also includes a $75 million five-year revolver (B2/B), a $75 million-equivalent euro seven-year covenant-light first-lien term loan (B2/B) and a $150 million covenant-light second-lien term loan (Caa2/CCC+) that has been privately placed.

Pricing on the euro first-lien term loan is Euribor plus 350 bps with a 1% floor, and it was issued at a discount of 99.5. This tranche has 101 soft call protection for six months as well.

Culligan lead banks

Morgan Stanley Senior Funding Inc., RBC Capital Markets LLC and BMO Capital Markets Corp. are leading Culligan’s credit facility.

During syndication, the U.S. first-lien term loan was upsized from $275 million, pricing was reduced from Libor plus 425 bps, and the original issue discount was revised from 99, and the euro first-lien term loan was downsized from $100 million-equivalent, pricing was cut from Euribor plus 400 bps, and the discount firmed at the tight end of the 99 to 99.5 talk.

Proceeds will be used to help fund its acquisition by Advent International Corp. and to refinance existing debt.

Culligan is a Rosemont, Ill.-based provider of water treatment products and services.

CHG Healthcare slides

In more trading happenings, CHG Healthcare Services’ first-lien term loan fell to par bid, 100¾ offered from 100 5/8 bid, 101 offered as the company launched a $140 million add-on to the tranche, according to a trader.

The company hosted a lender call at noon ET, launching the add-on term loan with talk of Libor plus 375 bps with a 1% Libor floor, an original issue discount of 99 to 99.5 and 101 soft call protection until June 2017, a market source said.

The spread, floor and call protection on the add-on term loan match the existing first-lien term loan.

Commitments are due on Nov. 29, the source continued.

Jefferies Finance LLC is leading the deal that will be used to fund a dividend.

The company is also looking to amend its existing bank debt to allow for the incremental loan and the dividend payment, and to keep the $100 million incremental basket intact.

Lenders are being offered a 12.5 bps amendment fee, the source added.

CHG is a Salt Lake City-based health care staffing firm.

Western Refining gains

Western Refining’s term loans were stronger in the secondary market after news surfaced that the company is being acquired by Tesoro, a trader said.

The term loan B was quoted at 100 1/8 bid, 100 5/8 offered, up from 99 3/8 bid, 99 7/8 offered, and the term loan B-2 was quoted at 100 1/8 bid, 100 5/8 offered, up from 99 5/8 bid, 100 1/8 offered, the trader added.

Under the agreement, Western Refining shareholders can elect to receive 0.4350 shares of Tesoro per Western share or $37.30 in cash per share, representing an equity value of $4.1 billion. Elections to receive cash will be subject to proration to the extent they exceed about 10.8 million shares or roughly $404 million in the aggregate.

The transaction has an enterprise value of $6.4 billion, including the assumption of about $1.7 billion of net debt and a $605 million market value of non-controlling interest in Western Refining Logistics LP.

Closing is expected in the first half of 2017, subject to customary conditions, including approval by the shareholders of both companies and the receipt of regulatory approval.

Western Refining is an El Paso, Texas-based independent refining and marketing company. Tesoro is a San Antonio-based independent refiner and marketer of petroleum products.

CSM Bakery retreats

CSM Bakery’s first-lien term loan dropped to 80 bid, 83 offered from 85 bid, 89 offered in reaction to the recent release of earnings, according to one trader.

The company’s second-lien term loan was quoted at 75 bid, 80 offered on Thursday, the trader added.

CSM Bakery is a producer of bakery ingredients and products.

BWIC announced

A roughly $97 million Bid Wanted In Competition emerged, with bids due at 10 a.m. ET on Friday, a trader remarked.

The BWIC consists of $20 million in Acosta Inc. tranche B-1 debt, $20 million in Astoria Energy LLC term B debt, $11 million in Chief Power Finance term B debt, $20 million in FHC Health Systems Inc. initial term loan debt, $15 million in Reynolds Group Holdings term loan B debt and $11.28 million in Tailored Brands Inc. (Mens Wearhouse) term loan B debt.

ProAmpac tweaks deal

Returning to the primary market, ProAmpac reduced pricing on its $830 million seven-year covenant-light first-lien term loan (B2/B) to Libor plus 400 bps from talk of Libor plus 425 bps to 450 bps and extended the 101 soft call protection to one year from six months, while keeping the 1% Libor floor and discount of 99 intact, a market source remarked.

In addition, the company set pricing on its $215 million eight-year second-lien term loan (Caa2/CCC+) at Libor plus 850 bps, the tight end of the Libor plus 850 bps to 875 bps talk, the source continued. This tranche still has a 1% Libor floor, a discount of 98.5 and hard call protection of 102 in year one and 101 in year two.

Also, the MFN sunset was removed, quarterly conference calls were added and asset sale proceeds step-downs were eliminated, the source added.

The company’s $1.12 billion credit facility also provides for a $75 million five-year revolver (B2/B).

Allocations are expected on Friday.

Antares Capital and RBC Capital Markets are leading the deal that will fund the buyout of the Cincinnati-based flexible packaging company by Pritzker Group Private Capital from Wellspring Capital Management.

Learfield changes emerge

Learfield Communications set pricing on its $475 million seven-year covenant-light first-lien term loan (B1/B+) at Libor plus 350 bps, the low end of the Libor plus 350 bps to 375 bps talk, added a 25-bps step-down at 0.75 times first-lien leverage reduction and a 25 bps step-down upon consummation of an initial public offering and revised the original issue discount to 99.5 from 99, according to a market source.

The first-lien term loan still has a 1% Libor floor and 101 soft call protection for six months.

Commitments were due at 5 p.m. ET on Thursday, moved up from Friday, the source said.

The company’s $640 million credit facility also includes a $65 million revolver (B1/B+) and a $100 million second-lien term loan (Caa1/CCC+).

Deutsche Bank Securities Inc., UBS Investment Bank, Jefferies Finance LLC, Antares Capital and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to help fund the buyout of the company by Atairos Group from Providence Equity Partners.

Learfield is a Jefferson City, Mo.-based provider of collegiate sports multimedia rights administration and marketing services.

Sirva revised

Sirva Inc. widened pricing on its $300 million six-year senior secured term loan B to Libor plus 650 bps from talk of Libor plus 600 bps to 625 bps and moved the original issue discount to 97.5 from 98.5, a source said.

Changes were also made to the first-lien net leverage covenant, the maximum cash net in the leverage ratio, the limitation on relocation properties covenant, the incremental basket, the excess cash flow sweep, the restricted payments available amount, the unlimited ratio basket and the EBITDA definition, and the company is required to hold quarterly conference calls.

The term loan B still has a 1% Libor floor and 101 soft call protection for one year.

The company’s $350 million senior secured credit facility (B2/B) includes a $50 million revolver as well.

Allocations are expected on Friday, the source added.

Goldman Sachs Bank USA and Jefferies Finance LLC are leading the deal that will be used to refinance existing debt.

Sirva is an Oakbrook Terrace, Ill.-based provider of end-to-end relocation and moving solutions to corporations, government agencies and individual consumers.

Cable & Wireless reworked

Cable & Wireless lifted its fungible add-on covenant-light term loan B due Dec. 31, 2022 to $300 million from $250 million and changed the issue price to par from 99.5, a market source remarked.

As before, the add-on term loan B is priced at Libor plus 475 bps with a 0.75% Libor floor, and has 101 soft call protection until May 2017. The new debt is subject to the same conditions as the company’s existing $800 million term loan B-1 and B-2 facilities.

Commitments were due at noon ET on Thursday.

Citigroup Global Markets Inc. and BNP Paribas Securities Corp. are the global coordinators on the deal, and joint bookrunners with Goldman Sachs Bank USA and RBC Capital Markets LLC.

Proceeds will be used to repay revolver borrowings and to pay transaction fees and expenses.

On the next roll-over date, which is Dec. 30, the add-on term loan B and the existing B1/B2 facilities will be consolidated into a single $1.05 billion global tranche.

Cable & Wireless is a London-based telecommunications company owned by Liberty Global.

Equinox modifies loan

Equinox raised its incremental covenant-light first-lien term loan due February 2020 to $75 million from $50 million and set the original issue discount at 99.75, the tight end of the 99.5 to 99.75 talk, according to a market source.

The add-on term loan is priced at Libor plus 375 bps with a 1.25% Libor floor.

Recommitments are due at 10 a.m. ET on Friday, the source said.

Bank of America Merrill Lynch, City National, Morgan Stanley Senior Funding Inc., Goldman Sachs Bank USA and Citigroup Global Markets Inc. are leading the deal that will be used for general corporate purposes.

Equinox is a New York-based exercise and fitness company.

Four Seasons accelerated

Four Seasons Hotels and Resorts moved up the commitment deadline on its $900 million seven-year senior secured covenant-light first-lien term loan (B1/BB) to noon ET on Friday from 5 p.m. ET on Friday, according to a market source, who said allocations are expected thereafter.

The term loan is talked at Libor plus 325 bps with a 0.75% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months.

Citigroup Global Markets Inc. is leading the deal that will be used to refinance existing debt.

Closing is expected during the week of Nov. 28.

Four Seasons is a Toronto-based luxury hotels company.

Anchor changes deadline

Anchor Glass Container accelerated the commitment deadline on its $650 million seven-year first-lien term loan and $150 million eight-year second-lien term loan to 5 p.m. ET on Monday from Dec. 2, a 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 and 101 soft call protection for six months, and talk on the second-lien term loan is Libor plus 825 bps with a 1% Libor floor, a discount of 98.5 and call protection of 102 in year one and 101 in year two.

The company’s $920 million credit facility also includes a $120 million ABL revolver.

Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Morgan Stanley Senior Funding Inc., Deutsche Bank Securities Inc., HSBC Securities (USA) Inc. and UBS Investment Bank are leading the deal that will be used to help fund the over $1 billion acquisition of the company by CVC Capital Partners and BA Glass BV from KPS Capital Partners LP.

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

Anchor Glass is a Tampa, Fla.-based manufacturer of glass packaging products. BA Glass is a manufacturer of glass bottles in Europe.

Ocwen discloses talk

Ocwen Financial held its bank meeting on Thursday, launching its $335 million four-year term loan B at talk of Libor plus 575 bps with a 1% Libor floor, an original issue discount of 97 and 101 soft call protection for six months, a market source remarked.

Commitments are due at 5 p.m. ET on Dec. 1, the source added.

Barclays, J.P. Morgan Securities LLC, Nomura and Credit Suisse Securities (USA) LLC are leading the deal that will be used to refinance an existing term loan, pay fees and expenses, and for general corporate purposes.

Ocwen is a West Palm Beach, Fla.-based non-bank mortgage servicer and originator.

Intermedia releases OIDs

Intermedia.net launched with a bank meeting its $190 million seven-year first-lien term loan (B1/B+) with original issue discount talk of 99 and its $70 million eight-year second-lien term loan (Caa1/CCC+) with discount talk of 98, according to a market source.

As previously reported, price talk on the first-lien term loan is Libor plus 475 bps with a 1% Libor floor, and the debt has 101 soft call protection for six months, and talk on the second-lien term loan is Libor plus 925 bps with a 1% Libor floor, and the debt has call protection of 102 in year one and 101 in year two.

The company’s $285 million credit facility also includes a $25 million five-year revolver (B1/B+).

Commitments are due on Dec. 6, the source added.

SunTrust Robinson Humphrey Inc. and TD Securities (USA) LLC are leading the deal that will be used to help fund the buyout of the company by Madison Dearborn Partners from Oak Hill Capital Partners.

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

Intermedia.net is a Mountain View, Calif.-based provider of cloud business applications.

Inmar allocates

In other news, Inmar’s fungible $125 million add-on term loan allocated on Thursday, a market source said.

Pricing on the add-on term loan is Libor plus 350 bps with a 1% Libor floor, and it was sold at an original issue discount of 99.

With this transaction, pricing on the company’s existing term loan is being increased from Libor plus 325 bps with a 1% Libor floor to match pricing on the add-on loan, and all of the term loan debt is getting 101 soft call protection for six months.

BNP Paribas Securities Corp. and Credit Suisse Securities (USA) LLC are leading the deal that will be used to fund an acquisition.

Inmar is a Winston-Salem, N.C.-based provider of tech enabled promotion and inventory, logistics and settlement services.

Telesat Canada closes

Telesat Canada closed on its $2.63 billion credit facility that includes a $200 million five-year revolver and a $2.43 billion seven-year term loan B, according to a news release.

Pricing on the term loan is Libor plus 375 bps with a 0.75% Libor floor, and it was sold at an original issue discount of 99. The debt has 101 soft call protection for one year.

During syndication, the term loan B was upsized from $2.18 billion as the company downsized its notes offering to $500 million from $750 million, pricing finalized at the low end of the Libor plus 375 bps to 400 bps talk, and the call protection was extended from six months.

J.P. Morgan Securities LLC, Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA and Morgan Stanley Senior Funding Inc. acted as the joint lead arrangers and bookrunners on the term loan B. Canadian Imperial Bank of Commerce, BMO Capital Markets Corp., RBC Capital Markets and TD Securities (USA) LLC acted as joint lead arrangers and bookrunners on the revolver. JPMorgan is the administrative agent.

Proceeds from the credit facility and bonds were used by the Ottawa-based fixed satellite services operator to redeem notes, repay bank debt and fund a cash dividend to shareholders.

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