Houghton, Penton, Accuvant, Gold Standard, A. Schulman break; TransDigm, PSAV revised

By Sara Rosenberg

New York, May 11 – Houghton Mifflin Harcourt Publishers Inc. firmed the spread on its term loan B at the low end of revised guidance and then freed up for trading on Monday, and Penton Media Inc., Accuvant Inc./FishNet Security Inc., Gold Standard Baking and A. Schulman Inc. broke as well.

In more happenings, TransDigm Inc. reworked its transaction again, this time cancelling plans for a full term loan C repricing and adding an extension of some of the term C debt into the proposed term loan E, and PSAV Presentation Services upsized its add-on loan.

Also, Blue Coat Systems Inc., Restaurant Brands International Inc. (Burger King Worldwide Inc.), Weather Co. (TWCC Holding Corp.), Filtration Group Corp., Kronos Worldwide Inc., Coveris Holdings SA and Bombardier Recreational Products released talk with launch.

Furthermore, Lightsquared, On Assignment Inc., Epicor Software Corp., Paradigm Outcomes (Paradigm Acquisition Corp.), Flint Group (Colouroz Investment) and CHG Healthcare Services Inc. emerged with new deal plans.

Houghton sets spread, trades

Houghton Mifflin Harcourt Publishers finalized pricing on its $800 million six-year senior secured covenant-light term loan B (B1/BB/BB+) at Libor plus 300 basis points, the low end of revised talk of Libor plus 300 bps to 325 bps talk and down from initial talk of Libor plus 375 bps, according to a market source.

The term loan still has a 1% Libor floor, a discount of 99.5 and 101 soft call protection for six months.

Previously, in syndication, the term loan was upsized from $500 million.

With final terms in place, the loan made its way into the secondary market on Monday and levels were seen at 99 7/8 bid, 100 3/8 offered, a trader said.

Citigroup Global Markets Inc. and Wells Fargo Securities LLC are leading the deal that will help fund the $575 million acquisition of Scholastic Corp.’s Educational Technology and Services business, replace an existing term loan, and, due to the earlier upsizing, fund general corporate purposes, including a stock repurchase program.

Closing is expected in late May, subject to customary conditions and regulatory approval.

Houghton Mifflin is a Boston-based provider of pre-K-12 education content, services and technology solutions. Educational Technology is a provider of digital intervention curriculum, products and services.

Penton frees up

Penton Media’s $514 million term loan (B+) allocated and broke too, with levels quoted at 100½ bid, 101 offered, according to a market source.

Pricing on the loan is Libor plus 400 bps with a corporate ratings-based step-down to Libor plus 375 bps and a 1% Libor floor. The debt was issued at par and has 101 soft call protection for six months.

Of the total term loan amount, $60 million is an add-on that will be used to support acquisitions, and $454 million is a repricing of the existing term loan from Libor plus 425 bps with a 1.25% Libor floor.

During syndication, pricing on the add-on loan was cut from Libor plus 425 bps with a 1.25% Libor floor, the step-down was added and the repricing was added.

GE Capital Markets is leading the deal.

Penton Media is a New York-based tradeshow and professional information services company.

Accuvant starts trading

Another deal to emerge in the secondary was Accuvant/FishNet, with its $110 million incremental first-lien term loan quoted at 100¼ bid, 101¼ offered and its $85 million incremental second-lien term loan quoted at par bid, 101 offered, a trader remarked.

Pricing on the first-lien term loan is Libor plus 525 bps with a 1% Libor floor, and it was sold at an original issue discount at 99.75, and pricing on the second-lien term loan is Libor plus 900 bps with a 1% Libor floor, and it was issued at 99.

Last week, the first-lien loan was upsized from $100 million and the discount firmed within the talk of 99.5 to 99.75, and the second-lien loan was upsized from $70 million.

Jefferies Finance LLC is leading the $195 million in fungible incremental term loans that will be used to fund a distribution to existing shareholders.

Accuvant/Fishnet is a provider of information security services and solutions.

Gold Standard hits secondary

Gold Standard Baking freed up as well, with the $109 million term loan quoted at par bid, 101 offered, according to a trader.

The term loan is priced at Libor plus 450 bps with a leverage-based step-down to Libor plus 425 bps and a 1% Libor floor. E debt was issued at 99 and has 101 soft call protection for six months.

During syndication, pricing on the term loan was lowered from Libor plus 475 bps and the step-down was added.

The company’s $139 million credit facility also includes a $30 million revolver.

BNP Paribas Securities Corp. is leading the deal that will be used with $27 million of mezzanine debt to fund the buyout of the company by Tricor Pacific Capital from Arbor Investments.

Gold Standard Baking is a Chicago-based baked goods supplier.

A. Schulman tops OID

A. Schulman’s credit facility also began trading, with the $425 million seven-year term loan B seen at 100 3/8 bid, 100 7/8 offered, a trader said.

Pricing on the U.S. term loan B, as well as on a €145 million seven-year term B, is Libor/Euribor plus 325 bps with a 0.75% floor, and the debt was issued at discount of 99.75. There is 101 soft call protection for one year.

During syndication, pricing on the term loan B’s was reduced from talk of Libor/Euribor plus 350 bps to 375 bps, the discount was revised to from 99.5, and the call protection was extended from six months.

The company’s senior secured credit facility (Ba3/BB-) also includes a $300 million five-year revolver and a $200 million five-year term loan A.

J.P. Morgan Securities LLC and Bank of America Merrill Lynch are leading the deal that will be used with $375 million of senior notes to fund the acquisition of Citadel Plastics Holdings Inc., a Chicago-based specialty engineered plastics company, from HGGC and Charlesbank Capital Partners for $800 million.

A. Schulman, an Akron, Ohio-based supplier of high-performance plastic compounds, powders and resins, expects the acquisition to close in the third quarter, subject to standard conditions.

TransDigm revised again

Back in the primary, TransDigm terminated plans to reprice its entire $2,553,000,000 term loan C due February 2020 and is now looking to extend $500 million of the term loan C debt to 2022 and have those funds be fungible with the proposed $1.04 billion seven-year term loan E, according to a market source.

The extended term loan C, as well as the term loan E, is talked at Libor plus 275 bps with a 0.75% Libor floor and 101 soft call protection for six months, the source said. The term loan C is offered with an original issue discount of 99.5 or a 50 bps extension fee, and the term loan E is offered at 99.5.

Current pricing on the term loan C is Libor plus 300 bps with a 0.75% Libor floor, and the cancelled repricing proposal would have taken the spread on the entire tranche down to Libor plus 275 bps without changing the maturity. The repricing was offered at par and had 101 soft call protection for six months.

Originally, the company was seeking a $450 million first-lien covenant-light tack-on term loan D due June 2021 that was talked at Libor plus 300 bps with a 0.75% Libor floor, in line with existing term loan D pricing, an original issue discount of 99.5 to 99.75 and 101 soft call protection through June. But, last week, the add-on term loan D was cancelled, the new term loan E was added, and the term loan C repricing was proposed.

TransDigm lead banks

Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Morgan Stanley Senior Funding Inc., UBS AG, Barclays, RBC Capital Markets, Credit Agricole and HSBC Securities (USA) Inc. are leading TransDigm’s loans.

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

Proceeds from the term loan E and $450 million of senior subordinated notes will be used to fund the $496 million acquisition of Pexco LLC’s aerospace business and to replenish cash on the balance sheet. And, the additional funds being raised from the term loan E versus the originally planned tack-on term loan D will be used to repay a $490 million term B due February 2017 priced at Libor plus 275 bps with a 0.75% Libor floor.

TransDigm is a Cleveland-based designer, producer and supplier of highly engineered aircraft components.

PSAV lifts size

PSAV Presentation Services increased its add-on term loan B to $180 million from $165 million, while keeping pricing at Libor plus 350 bps with a 1% Libor floor, in line with the existing term loan B, and an original issue discount of 99.5, a source said.

The term loan B has 101 soft call protection for six months, the source added.

Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc., Barclays and Macquarie Capital are leading the deal that will be used to fund a dividend.

Existing lenders are being offered a 12.5-bps amendment fee.

PSAV is a Long Beach, Calif.-based provider of audio visual equipment and event technology support to the hotel, conference and event industry.

Blue Coat guidance

Also in the primary, Blue Coat Systems held its bank meeting on Monday, and with the event, talk on its $1.05 billion seven-year covenant-light term loan B surfaced at Libor plus 375 bps to 400 bps with a 1% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, according to a market source.

The company’s $1.15 billion credit facility also includes a $100 million revolver.

Commitments are due on Friday, the source said.

Jefferies Finance LLC is leading the deal that will be used to help fund the roughly $2.4 billion buyout of the Sunnyvale, Calif.-based web security company by Bain Capital LLC from Thoma Bravo LLC.

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

Restaurant Brands launches

Restaurant Brands hosted a call at 2 p.m. ET on Monday, launching a repricing of its first-lien term loan B that is talked at Libor plus 275 bps with a 1% Libor floor, an issue price of 99.75 to par and 101 soft call protection for six months, according to a market source.

The repricing will take the term loan B down from Libor plus 350 bps with a 1% Libor floor.

J.P. Morgan Securities LLC, Wells Fargo Securities LLC and RBC Capital Markets are leading the deal.

With the repricing, the company plans on repaying about $1.55 billion of the term loan B with proceeds from a $1.25 billion first-lien senior secured notes offering and cash on hand, bringing the term loan B balance down to roughly $5.1 billion.

Restaurant Brands is an Oakville, Ont.-based quick service restaurant company.

Weather comes to market

Weather Co. emerged in the morning with plans to hold a call at 2 p.m. ET to launch a $1 billion first-lien term loan (B1) due February 2020 talked at Libor plus 425 bps with a 0.75% Libor floor, an original issue discount of 99.5 on new money only and 101 soft call protection for six months, a market source said.

Deutsche Bank Securities Inc. is leading the deal.

Proceeds will be used to extend the maturity of the existing first-lien term loan by three years and lift pricing from Libor plus 275 bps with a 0.75% Libor floor. Existing lenders offered a 25 bps extension fee.

As part of this transaction, the company will make a $50 million paydown on the first-lien term loan at par and $50 million paydown on an existing second-lien term loan at par on June 26. However, first-lien lenders have the right to decline the paydown and any rejected first-lien prepayment will be applied to the second-lien loan.

Commitments are due at the close of business on May 19, the source added.

Weather is an Atlanta-based multi-platform media and information company focused on weather.

Filtration discloses OID

Filtration Group revealed original issue discount talk of 99.75 on its $115 million add-on first-lien term loan (B1) that launched with a call during the session, according to a market source.

Pricing on the add-on term loan is Libor plus 325 bps with a 1% Libor floor, which matches existing first-lien term loan pricing.

Goldman Sachs Bank USA is leading the deal that will be used to pay down second-lien term loan debt.

The company is also seeking an amendment to its existing credit facility to allow for the paydown and to remove a leverage-based step-up in pricing on the first-lien term loan to Libor plus 350 bps.

Existing lenders are offered a 12.5-bps amendment fee, the source added.

Filtration Group is a Chicago-based manufacturer and distributor of filtration products to end markets.

Kronos holds call

Kronos held a call at 1 p.m. ET to launch a $347 million term loan B with talk of Libor plus 300 bps with a 1% Libor floor, a par offer price and 101 soft call protection for six months, according to a market source.

Proceeds will be used to reprice an existing term loan from Libor plus 375 bps with a 1% Libor floor.

Deutsche Bank Securities Inc. is leading the deal.

Kronos is a Chelmsford, Mass.-based provider of workforce management software.

Coveris discloses talk

Coveris came out with talk of Libor/Euribor plus 350 basis points to 375 bps with a 1% floor on its €50 million to €75 million add-on covenant-light term loan due May 2019 and repricing of its existing $617 million-equivalent U.S. dollar and euro senior secured covenant-light term loan due May 2019 in connection with its morning lender call, according to a company presentation.

The new euro term loan is offered with an original issue discount of 99.75, the repricing is offered at par, and all of the debt has 101 soft call protection for six months.

The company’s existing term debt is currently split between a $429.6 million tranche priced at Libor plus 425 bps with a 1% Libor floor and a $187.9 million-equivalent euro term loan priced at Libor plus 475 bps with a 1% Libor floor. However, proceeds from the new add-on euro term loan will be used to repay a portion of the existing U.S. dollar-denominated term loan so that it will total somewhere between $348.2 million to $375.3 million.

Goldman Sachs Bank USA and J.P. Morgan Securities LLC are leading the deal.

Coveris, a Chicago-based manufacturer and distributor of packaging solutions and coated film technologies, expects to close on the transaction in the second half of this month.

Bombardier launches

Bombardier Recreational Products launched a repricing of its term loan that is talked at Libor plus 275 bps with a 0.75% to 1% Libor floor, a par issue price and 101 soft call protection for six months, according to a market source.

The repricing will take the term loan down from Libor plus 300 bps with a 1% Libor floor.

Commitments are due on May 19, the source added.

RBC Capital Markets and BMO Capital Markets are leading the deal.

Bombardier Recreational is a Valcourt, Quebec-based designer, manufacturer, distributor and marketer of motorized recreational vehicles and powersports engines.

Lightsquared coming soon

Lightsquared set a bank meeting for 12:30 p.m. ET in New York on Wednesday to launch a $1.75 billion five-year first-lien term loan, according to a market source.

Commitments are due on May 27, the source continued.

Credit Suisse Securities (USA) LLC, Jefferies Finance LLC and Morgan Stanley Senior Funding Inc. are leading the deal that will be used to fund the company’s exit from Chapter 11 and refinance debtor-in-possession facilities.

LightSquared is a Reston, Va.-based wireless communications company.

On Assignment joins calendar

On Assignment scheduled a bank meeting for the morning of May 19 to launch a $975 million credit facility that consists of a $100 million revolver that is expected to be undrawn at close and an $875 million term loan B, according to sources.

Wells Fargo Securities LLC is leading the deal that will be used to help fund the acquisition of Creative Circle LLC for $540 million in cash and $30 million of common stock, plus up to an additional $30 million based on future operating performance, and to refinance existing debt.

Pro forma leverage will be 3.7 times based on June 30 LTM adjusted EBITDA and excluding potential synergies.

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

On Assignment is a Calabasas, Calif.-based provider of diversified professional staffing solutions. Creative Circle is a digital/creative staffing firm.

Epicor readies deal

Epicor Software will hold a bank meeting on Tuesday afternoon to launch a $1.5 billion credit facility, a market source said.

The facility consists of a $100 million revolver and a $1.4 billion seven-year covenant-light first-lien term loan, the source said.

Jefferies Finance LLC is leading the deal that will be used with $610 million of second-lien notes that have been pre-placed to refinance existing debt and fund a dividend to investors, including Apax Partners.

First-lien leverage will be 5.1 times, and total leverage will be 7.3 times, the source added.

Epicor is a Dublin, Calif.-based provider of enterprise business software services.

Paradigm on deck

Paradigm Outcomes set a bank meeting for 10 a.m. ET in New York on Tuesday to launch a $247 million credit facility, according to a market source.

The facility consists of a $25 million revolver and a $222 million seven-year covenant-light first-lien term loan talked at Libor plus 450 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, the source said.

Commitments are due on May 26.

Credit Suisse Securities (USA) LLC and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to help fund the buyout of the company by Summit Partners LP from Lightyear Capital.

Paradigm is a Walnut Creek, Calif.-based provider of catastrophic and complex case management for the workers’ compensation industry.

Flint plans repricing

Flint Group scheduled a call for 10 a.m. ET on Tuesday to launch an amendment and repricing of its $856 million first-lien term loan and its €622 million first-lien term loan, a market source remarked.

Morgan Stanley Senior Funding Inc., Goldman Sachs Bank USA and Deutsche Bank Securities Inc. are leading the deal.

Flint is a Luxembourg-based supplier of inks and other print consumables.

CHG sets call

CHG Healthcare plans to hold a call on Tuesday to launch a fungible $200 million add-on first-lien term loan (B), according to market sources.

Goldman Sachs Bank USA, Barclays, Citigroup Global Markets Inc. and Jefferies Finance LLC are leading the deal that will be used to repay second-lien term loan debt.

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

Metaldyne closes

In other news, Metaldyne Performance Group Inc. closed on its €225 million senior secured covenant-light euro term loan B due October 2021 and repriced its $1,072,600,000 senior secured covenant-light term loan B due October 2021, a news release said.

Pricing on the term loans is Libor/Euribor plus 275 bps with a 1% floor. The U.S. loan was issued at par and the euro loan was issued at 99.5, and both have 101 soft call protection for six months.

During syndication, the size on the euro term loan firmed in the middle of the €200 million to €250 million talk, and pricing was lowered from Euribor plus 300 bps.

Proceeds from the euro term loan were used to repay a portion of the existing roughly $1.33 billion U.S. term loan B, and the U.S. term loan was used to reprice the leftover balance of the existing U.S. term loan from Libor plus 325 bps with a 1% Libor floor.

Goldman Sachs Bank USA led the deal for the Plymouth, Mich.-based manufacturer of highly engineered metal-based components for engine, transmission and driveline applications.

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