SeaWorld, Quintiles, Restaurant Brands, Virtus, Equinox break; Navios reworks term loan B

By Sara Rosenberg

New York, March 3 – SeaWorld Entertainment Inc. set the size of its term loan B-5 at the high end of revised talk, and Quintiles IMS Holdings Inc. updated sizes, spreads and issue prices and its U.S. and euro term loans, and then both of these made their way into the secondary market on Friday.

Also, Restaurant Brands International Inc. tightened the original issue discount on its incremental term loan, and Virtus Investment Partners Inc. lowered the spread on its term loan B, added a step-down and firmed the original issue discount at the tight end of guidance, and then these transactions, as well as a deal from Equinox Holdings Inc., freed up for trading too.

In more happenings, Navios Maritime Partners LP increased the size of its term loan B while sweetening the spread, original issue discount and call protection, Caraustar Industries Inc. and Avantor Performance Materials Holdings Inc. accelerated the commitment deadlines on their loans, and Capital Automotive LP and Visteon Corp. emerged with new loan plans.

SeaWorld sets size, trades

SeaWorld Entertainment firmed the size of its term loan B-5 at $1 billion, the high end of the revised range of $900 million to $1 billion and up from an initial amount of $400 million, according to a market source.

As before, the loan is priced at Libor plus 300 basis points with a 0.75% Libor floor and an original issue discount of 99.5 and has 101 soft call protection for six months.

At the time of the first update to the B-5 loan size, the spread on the tranche was set at the low end of the Libor plus 300 bps to 325 bps talk, and the company canceled plans for a $400 million term loan B-4 that was talked at Libor plus 275 bps to 300 bps with a 0.75% Libor floor, a discount of 99.75 and 101 soft call protection for six months.

With terms finalized, the term loan B-5 broke for trading on Friday, and levels were quoted at par ½ bid, par 5/8 offered, a trader added.

Bank of America Merrill Lynch, J.P. Morgan Securities LLC, Fifth Third, Goldman Sachs Bank USA and KeyBanc Capital Markets are leading the deal that will be used to refinance existing debt.

SeaWorld is an Orlando, Fla.-based theme park operator.

Quintiles firms terms, breaks

Quintiles set the size on its U.S. term loan due March 2024 at $1,265,000,000 and the size on its euro term loan due March 2024 at $1.2 billion euro-equivalent, finalized pricing at Libor/Euribor plus 200 bps, the low end of the Libor/Euribor plus 200 bps to 225 bps talk, and set the issue price at par, the tight end of the 99.75 to par talk, according to a market source.

The term loans still have a 0.75% floor and 101 soft call protection for six months.

At launch, the U.S. term loan was sized at $2 billion and the euro term loan was sized at €1 billion, but they were changed earlier when the company upsized its senior notes offering to €1,425,000,000 from €850 million.

The debt allocated and freed up for trading during the session, with the U.S. term loan B quoted at par 1/8 bid, par ½ offered, a trader added.

J.P. Morgan Securities LLC is the left lead on the deal that will be used with the notes to refinance an existing term loan B and for general corporate purposes, which may include share repurchases and future acquisitions. The transaction will result in an extended, upsized and repriced term B loan facility.

Quintiles is an information and technology-enabled healthcare service provider.

Restaurant Brands tops OID

Restaurant Brands changed the original issue discount on its $1.3 billion incremental senior secured covenant-light term loan due Feb. 17, 2024 to 99.75 from talk of 99.25 to 99.5, and the debt then began trading on Friday with levels seen at 99 7/8 bid, par 1/8 offered, a trader remarked.

Pricing on the loan is Libor plus 225 bps with a 1% Libor floor, which matches pricing on the company’s existing term loan.

J.P. Morgan Securities LLC and Wells Fargo Securities LLC are leading the deal that will be used with about $600 million of cash on hand to fund the acquisition of Popeyes Louisiana Kitchen Inc. for $79.00 per share in cash, or $1.8 billion.

Closing is expected by early April, subject to regulatory approvals, the receipt of a majority of Popeyes shares on a fully diluted basis in a tender offer and customary conditions.

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

Virtus revises loan

Virtus Investment Partners’ trimmed pricing on its $260 million seven-year first-lien term loan B to Libor plus 375 bps from Libor plus 400 bps, added a step-down to Libor plus 350 bps at less than 1 times secured net leverage and finalized the original issue discount at 99.5, the tight end of the 99 to 99.5 talk, a market source said.

Additionally, the MFN sunset was removed and a ticking fee on the term loan B was outlined as half the drawn spread from days 31 to 60, the full drawn spread from days 61 to 90 and the full drawn spread plus the greater of three months Libor of 0.75% thereafter, the source continued.

The term loan B still has a 0.75% Libor floor and 101 soft call protection for six months.

The company’s $360 million senior secured credit facility (Ba1/BB+) also includes a $100 million five-year revolver priced at Libor plus 375 bps with a 0% Libor floor, after flexing down from Libor plus 400 bps.

Recommitments were due at 10 a.m. ET on Friday, the source added.

Virtus frees up

With final terms in place, Virtus’ credit facility began trading, and levels on the term loan B were quoted at par 1/8 bid, par 5/8 offered on the break and then it moved up to par ½ bid, 101 offered, a trader said.

Morgan Stanley Senior Funding Inc., Barclays, J.P. Morgan Securities LLC and Bank of America Merrill Lynch are the joint lead arrangers on the deal, and Morgan Stanley and Barclays are the joint bookrunners.

The credit facility will be used to help fund the acquisition of RidgeWorth Investments from Lightyear Capital LLC in a transaction that values RidgeWorth at $472 million. Virtus will also acquire certain investments at their fair value as of closing, for a total consideration of about $513 million.

Closing is expected mid-year, subject to customary conditions and regulatory, fund shareholder and other client approvals.

Virtus is a Hartford, Conn.-based provider of investment management products and services. RidgeWorth is an Atlanta-based multi-boutique asset management firm.

Equinox hits secondary

Equinox Holdings’ credit facility broke for trading too, with the $800 million seven-year covenant-light first-lien term loan (B1/B+) seen at par ¾ bid, 101¼ offered and the $200 million eight-year covenant-light second-lien term loan (Caa1/CCC+) seen at par ¼ bid, 101¼ offered, according to a trader.

Pricing on the first-lien term loan is Libor plus 325 bps with a 1% Libor floor, and it was sold at an original issue discount of 99.75. The debt has 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 700 bps with a 1% Libor floor and was issued at a discount of 99.25. This tranche has hard call protection of 102 in year one and 101 in year two.

On Thursday, the spread on the first-lien term loan was lowered from Libor plus 350 bps while the discount was tightened from 99.5, and pricing on the second-lien term loan was cut from Libor plus 750 bps while the discount was revised from 99.

Equinox getting revolver

Along with the first-and second-lien term loans, Equinox’s $1.15 billion credit facility includes a $150 million five-year revolver (B1/B+).

Bank of America Merrill Lynch and Morgan Stanley Senior Funding Inc. are leading the deal, with Bank of America left lead on the first-lien debt and Morgan Stanley left lead on the second-lien debt.

Proceeds will be used to refinance an existing credit facility.

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

Navios changes surface

Back in the primary market, Navios Maritime lifted its senior secured first-lien term loan B (B3/B) to $405 million from $400 million, raised pricing to Libor plus 500 bps from Libor plus 475 bps and changed the original issue discount to 97 from 98.5, a market source said.

Furthermore, the call protection was revised to a 102 hard call for six months and a 101 hard for the following nine months from a 101 soft call for one year, the maturity was shortened to 3.5 years from five years, and amortization was adjusted to 5% per annum from 2.5% per annum for years one and two and 5% thereafter, the source continued.

The term loan B still has a 1% Libor floor.

Recommitments are due at noon ET on Monday, the source added.

Morgan Stanley Senior Funding Inc., J.P. Morgan Securities LLC, Bank of America Merrill Lynch, S. Goldman Advisors LLC, DVB, Credit Agricole, ABN Amro and Clarkson are leading the deal that be used to refinance existing debt.

Navios Maritime is a Monaco-based seaborne shipping and logistics company.

Caraustar moves deadline

Caraustar Industries accelerated the commitment deadline on its $860 million five-year covenant-light first-lien term loan (B2/B+) to noon ET on Tuesday from 5 p.m. ET on Thursday, a market source remarked.

The term loan is talked at Libor plus 600 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to refinance existing debt.

Caraustar is an Austell, Ga.-based manufacturer of recycled paperboard and converted paperboard products.

Avantor shutting early

Avantor Performance Materials moved up the commitment deadline on its $1.88 billion credit facility to 3 p.m. ET on Monday from end of day on Tuesday, according to a market source.

The facility consists of a $75 million five-year revolver, a $1,425,000,000 seven-year covenant-light first-lien term loan and a $380 million eight-year covenant-light second-lien term loan.

Talk on the first-lien term loan is Libor plus 425 bps with a 1% Libor floor, an original issue discount of 99.75 on new money, a par issue price on existing 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 hard call protection of 102 in year one and 101 in year two.

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

With this transaction, existing first-lien term loan lenders are being paid out at a premium of 101.

Avantor is a Center Valley, Pa.-based provider of performance materials and solutions for the life sciences and advanced technology markets.

Capital Automotive on deck

Capital Automotive scheduled a lender call for 11 a.m. ET on Monday to launch a $2,005,000,000 senior secured credit facility, a market source said.

The facility consists of a $200 million revolver, a $1,115,000,000 first-lien term loan and a $690 million second-lien term loan, the source added.

Barclays is the left lead on the deal that will be used to refinance existing bank debt, fund a cash dividend to Brookfield Asset Management and its institutional partners and pay related fees and expenses.

Capital Automotive is a McLean, Va.-based provider of sale-leaseback capital to the automotive retail industry.

Visteon joins calendar

Visteon set a call for 10:30 a.m. ET on Tuesday to launch a new loan transaction, according to a market source.

Citigroup Global Markets Inc. is the left lead on the deal.

Visteon is a Van Buren Township, Mich.-based designer and manufacturer of cockpit electronics products and connected car solutions for vehicle manufacturers.

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