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Published on 7/25/2017 in the Prospect News Bank Loan Daily.

ASG, Diversey, Duravant break; Tibco, ConvergeOne, Formula 1, Mergermarket update deals

By Sara Rosenberg

New York, July 25 – ASG Technologies Group Inc. trimmed the spread on its term loan, added a step-down, adjusted the original issue discount and then made its way into the secondary market on Tuesday, and Diversey (Diamond BC BV) and Duravant LLC (Engineered Machinery Holdings Inc.) freed to trade too.

In other news, Tibco Software Inc. firmed pricing on its term loan at the low side of guidance, ConvergeOne Holdings Corp. upsized its incremental term loan B, Formula 1 (Alpha Topco Ltd.) tightened the issue price on its add-on term loan, and Mergermarket revised first-and second-lien term loan sizes and updated pricing.

Also, Green Plains Inc., Women’s Care Florida and EnergySolutions LLC released price talk with launch, and TransUnion LLC, Raycom Media Inc. and PQ Corp. emerged with new deal plans.

ASG revised, frees up

ASG Technologies lowered pricing on its $300 million seven-year first-lien term loan (B2/B) to Libor plus 475 basis points from talk of Libor plus 500 bps to 525 bps, added a step-down to Libor plus 450 bps at senior secured net leverage of less than 3.25 times and moved the original issue discount to 99.5 from 99, according to a market source.

In addition, the financial covenant was changed to a maximum senior secured net leverage ratio from a maximum total net leverage ratio, the source said.

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

Recommitments were due at noon ET on Tuesday and by late day the loan broke for trading with levels quoted at 99¾ bid, another source added.

Credit Suisse Securities (USA) LLC and Bank of America Merrill Lynch are leading the deal that will be used to refinance existing debt and pay related fees and expenses.

ASG is a Naples, Fla.-based infrastructure software company.

Diversey starts trading

Diversey’s credit facilities also broke for trading, with the $900 million seven-year covenant-light first-lien term loan quoted at par bid, par ¼ offered and then it moved up to par ¼ bid, par ¾ offered, according to market sources.

Pricing on the term loan is Libor plus 300 bps with a step-down and a 0% Libor floor. The debt was sold at an original issue discount of 99.75 and has 101 soft call protection for six months.

The company’s credit facilities also include a $250 million revolver, and a €970 million seven-year covenant-light first-lien term loan priced at Euribor plus 325 bps with a step-down and a 0% floor and issued at a discount of 99.75. The euro term loan has 101 soft call protection for six months as well.

On Monday, pricing on the U.S. term loan was lowered from talk in the range of Libor plus 325 bps to 350 bps, the euro term loan was upsized from €820 million and pricing was trimmed from talk in the range of Euribor plus 350 bps 375 bps, and the discount on both terms loans was changed from 99.5.

Diversey being acquired

Proceeds from Diversey’s credit facilities, equity and €450 million in bonds will be used to fund its buyout by Bain Capital Private Equity from Sealed Air Corp. for about $3.2 billion.

Due to the recent euro term loan upsizing, the bond offering was downsized from €545 million and cash is being added to the balance sheet.

Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, Bank of America Merrill Lynch, Barclays, Citigroup Global Markets Inc., RBC Capital Markets LLC, HSBC, SunTrust Robinson Humphrey Inc. and Jefferies LLC are leading the bank deal.

Closing on the buyout is expected in the second half of this year, subject to regulatory approvals and customary conditions.

Diversey is a hygiene and cleaning solutions company.

Duravant tops OIDs

Duravant’s credit facilities freed up as well, with the $565 million in seven-year first-lien term loans (B2/B) quoted at par bid, par ½ offered and the $235 million in eight-year second-lien term loans (Caa2/CCC+) quoted at 99½ bid, par ½ offered, according to a market source.

The first-lien term debt, split between a $500 million funded tranche and a $65 million delayed-draw tranche, is priced at Libor plus 325 bps with a 25 bps step-down and a 1% Libor floor and was sold at an original issue discount of 99.75. There is 101 soft call protection for six months

The second-lien term debt, split between a $210 million funded tranche and a $25 million delayed-draw tranche, is priced at Libor plus 725 bps with a 1% Libor floor and was issued at a discount of 99. This debt has hard call protection of 102 in year one and 101 in year two.

Included in the delayed-draw tranches is a ticking fee of half the margin from days 31 to 60 from closing and the full margin thereafter.

On Monday, pricing on the first-lien term debt was cut from talk of Libor plus 350 bps to 375 bps and the discount was revised from 99.5, pricing on the second-lien term debt was lowered from talk of Libor plus 775 bps to 800 bps, and the delayed-draw availability period was shortened to six months from 12 months.

Duravant lead banks

Jefferies LLC, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC and Antares Capital are leading Duravant’s $870 million of senior secured credit facilities, which also include a $70 million five-year revolver (B2/B).

Proceeds will be used to help fund the buyout of the company by Warburg Pincus from Odyssey Investment Partners., and the delayed-draw term loans will be used for targeted acquisitions.

Closing is expected in the third quarter, subject to customary regulatory approvals.

Duravant is a Downers Grove, Ill.-based automation and engineered equipment company serving the food processing, packaging and material handling sectors.

Tibco finalizes spread

Returning to the primary market, Tibco Software set pricing on its roughly $1.86 billion term loan at Libor plus 350 bps, the low end of the Libor plus 350 bps to 375 bps talk, and left the 1% Libor floor, par issue price and 101 soft call protection for six months intact, a market source said.

Allocations are expected on Wednesday, the source added.

KKR Capital Markets and Jefferies LLC are leading the deal that will be used to reprice an existing term loan down from Libor plus 450 bps with a 1% Libor floor.

Tibco is a Palo Alto, Calif.-based infrastructure and business intelligence software company.

ConvergeOne lifts size

ConvergeOne raised its fungible incremental covenant-light term loan B (B2/B) due June 2024 to $75 million from $60 million, according to a market source.

Pricing on the incremental term loan is Libor plus 475 bps with a 1% Libor floor, which matches existing term loan pricing, and the new debt still has an original issue discount of 99.25 and 101 soft call protection until June 2018.

Commitments were due at 5 p.m. ET on Tuesday, the source said.

Credit Suisse Securities (USA) LLC and J.P. Morgan Securities LLC are leading the deal that will be used to fund a tuck-in acquisition and for general corporate purposes.

ConvergeOne is an Eagan, Minn.-based provider of communications solutions.

Formula 1 modified

Formula 1 changed the issue price on its fungible $200 million add-on first-lien term loan (B2/B+) to par from talk in the range of 99.75 to 99.875, a market source remarked.

The add-on term loan, like the existing term loan, is priced at Libor plus 325 bps with a step-down to Libor plus 300 bps if a B2 corporate rating is achieved (which occurred last week and will result in the step-down taking effect in September) and a 1% Libor floor. All of the first-lien term loan debt is getting 101 soft call protection for six months.

J.P. Morgan Securities LLC is leading the deal that will be used with cash on hand to repay the balance of the company’s $300 million second-lien facility.

The company also plans to amend its credit agreement to increase revolving facility capacity to up to $500 million.

Formula 1 is a motorsports business that is a subsidiary of Liberty Media Corp.

Mergermarket restructures

Mergermarket upsized its U.S. seven-year first-lien term loan to $200 million from roughly $136 million and lifted pricing to Libor plus 425 bps from talk of Libor plus 375 bps to 400 bps, while leaving the 0% Libor floor, original issue discount of 99.5 and 101 soft call protection for six months unchanged, a market source said.

Furthermore, the GBP seven-year first-lien term loan was downsized to £228 million from £275 million, pricing was set at Libor plus 450 bps, the low end of the Libor plus 450 bps to 475 bps talk and the discount was changed to 99.75 from 99.5, the source continued. This tranche still has a 0% Libor floor and 101 soft call protection for six months.

Also, the second-lien term loan was upsized to $106 million from roughly $91 million and the spread firmed at Libor plus 725 bps, the low end of the Libor plus 725 bps to 750 bps talk, while the 0.5% Libor floor, discount of 99 and hard call protection of 102 in year one and 101 in year two remained intact.

The company’s credit facilities include a £50 million 6.5-year revolver as well.

J.P. Morgan Securities LLC is leading the deal that will refinance debt and fund a dividend.

Recommitments were due on Tuesday, the source added.

Mergermarket is a provider of news and intelligence service for mergers & acquisitions with headquarters in New York, London and Hong Kong.

Green Plains guidance

Also in the primary market, Green Plains held its bank meeting on Tuesday and released talk on its $500 million six-year term loan B (B2/BB-) at Libor plus 500 bps to 550 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, a market source remarked.

Commitments are due on Aug. 8, the source added.

BNP Paribas Securities Corp. is leading the deal that will be used to refinance existing debt.

Green Plains is an Omaha-based ethanol production, marketing and commodities company.

Women’s Care sets talk

Women’s Care Florida came out with talk of Libor plus 450 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months on its $175 million first-lien term loan that launched with a morning bank meeting, according to a market source.

The company’s $205 million of credit facilities also include a $30 million revolver.

Commitments are due on Aug. 8, the source said.

Citizens Bank and Antares Capital are leading the deal that will be used to help fund the buyout of the company by Lindsay Goldberg LLC.

Women’s Care Florida is a specialty women’s health physician group across Florida.

EnergySolutions launches

EnergySolutions held its lender call, launching an amended $456.5 million senior secured covenant-light term loan B due May 29, 2020 at talk of Libor plus 475 bps to 500 bps with a 1% Libor floor, a par issue price and 101 soft call protection for one year, a market source said.

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

Morgan Stanley Senior Funding Inc. is leading the deal that will be used to reprice an existing term loan B and the amendment would allow for a one-time distribution to shareholders.

Lenders are being offered a 25 bps amendment fee.

The amended term loan B size accounts for a planned $100 million pay down from the current amount of $556.5 million.

EnergySolutions is a Salt Lake City-based nuclear services company.

TransUnion readies loan

TransUnion is scheduled to hold a lender call at 2 p.m. ET on Wednesday to launch a $1.98 billion covenant-light term loan B-2 (Ba3/BB) due April 2023 talked at Libor plus 200 bps with a 0% Libor floor, a par issue price and 101 soft call protection for six months, a market source remarked.

Commitments are due by noon ET on Aug. 2, the source added.

Deutsche Bank Securities Inc. and Capital One are leading the deal that will be used to reprice an existing term loan B-2 from Libor plus 250 bps with a 0% Libor floor.

TransUnion is a Chicago-based provider of information management and risk management services.

Raycom coming soon

Raycom Media will hold a lender meeting at 1:30 p.m. ET on Monday to launch a $400 million term loan B that has 101 soft call protection for six months, a market source said.

Commitments are due on Aug. 14, the source added.

Wells Fargo Securities LLC is leading the deal that will be used to refinance existing debt.

Raycom is a Montgomery, Ala.-based broadcaster and owner and operator of television stations.

PQ on deck

PQ set a lender call for 10 a.m. ET on Wednesday to launch a new loan transaction to current and prospective lenders, according to a market source.

Citigroup Global Markets Inc. is leading the deal.

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


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