Sonneborn, American Bath break; Royal Adhesives, Alere, U.S. Shopping revisions emerge

By Sara Rosenberg

New York, June 10 – Sonneborn LLC and American Bath Group saw their deals hit the secondary market on Wednesday, and Green Plains Processing LLC’s recently allocated add-on term loan headed higher in trading.

Over in the primary market, Royal Adhesives & Sealants LLC moved some funds between its first- and second-lien term loans, lowered pricing on the tranches and tightened the original issue discount on the second-lien debt.

Also, Alere Inc. revised its term loan A and term loan B sizes and updated pricing and issue price on the B tranche, and U.S. Shipping Corp. upsized its first-lien term loan B while tightening the spread and original issue discount, and downsizing its second-lien term loan.

Furthermore, Cirque du Soleil revealed price talk with launch, and Jeld-Wen Inc., AmeriLife Group, Spencer Spirit, TI Automotive Ltd. and Too Faced Cosmetics Inc. joined the near-term primary calendar.

Sonneborn frees up

Sonneborn’s $279.3 million first-lien term loan (B1) broke for trading on Wednesday, with levels quoted at par 1/8 bid, par 5/8 offered, according to a market source.

Pricing on the term loan is Libor plus 375 basis points with a 1% Libor floor, and it was issued at par. There is 101 soft call protection for six months.

During syndication, the spread on the loan finalized at the tight end of the Libor plus 375 bps to 400 bps talk.

Macquarie Capital (USA) Inc. is leading the deal that will be used to reprice the company’s existing first-lien term loan from Libor plus 450 bps with a 1% Libor floor.

Sonneborn is a Parsippany, N.J.-based manufacturer and supplier of high-purity specialty hydrocarbons.

American Bath tops OID

American Bath Group’s credit facility also began trading, with the $115 million term loan quoted at 99˝ bid, par ˝ offered, a trader remarked.

Pricing on the term loan is Libor plus 525 bps, after firming at the wide end of the Libor plus 500 bps to 525 bps talk. The debt has a 1% Libor floor and 101 soft call protection for six months and was issued at a discount of 99.

The company’s $140 million five-year credit facility also includes a $25 million revolver.

BNP Paribas Securities Corp. is leading the deal that will be used with $35 million of mezzanine debt to fund the acquisition of Bootz Industries.

American Bath is an Anaheim, Calif.-based designer and manufacturer of fiberglass reinforced plastic, sheet-molded compound and acrylic bathtubs and showers. Bootz is an Evansville, Ind.-based producer of porcelain-on-steel fixtures.

Green Plain rises

In more secondary news, Green Plains Processing’s fungible $120 million add-on term loan B rose to par Ľ bid, 101 offered on Wednesday, after breaking for trading on Tuesday at 99ľ bid, par ˝ offered, according to a trader.

Pricing on the loan is Libor plus 550 bps with a 1% Libor floor, in line with the company’s existing term loan B, and the new debt was sold at an original issue discount of 99.5, after tightening during syndication from 99.

BMO Capital Markets and BNP Paribas Securities are leading the deal that will be used to refinance credit facilities at multiple ethanol plants.

Green Plains Processing is a wholly owned subsidiary of Green Plains Inc., an Omaha-based ethanol production, marketing and commodities company.

Royal Adhesives reworked

Switching to the primary market, Royal Adhesives increased its seven-year first-lien covenant-light term loan to $560 million from $535 million and trimmed pricing to Libor plus 350 bps from Libor plus 375 bps, while leaving the 1% Libor floor, original issue discount of 99.5 and 101 soft call protection for six months intact, according to a market source.

Meanwhile, the eight-year second-lien covenant-light term loan was cut to $145 million from $170 million, pricing was reduced to Libor plus 750 bps from talk of Libor plus 775 bps to 800 bps, and the discount was changed to 99.25 from 99, the source said. This tranche still has a 1% Libor floor and call protection of 102 in year one and 101 in year two.

The company’s $755 million credit facility also includes a $50 million revolver.

Royal Adhesives tweaks deadline

With the size and pricing changes, Royal Adhesives moved up the commitment deadline on its credit facility to 5 p.m. ET on Wednesday from Thursday, the source added.

Credit Suisse Securities (USA) LLC, Morgan Stanley Senior Funding Inc., Jefferies Finance LLC and KeyBanc Capital Markets are leading the deal that will be used to help fund the buyout of the company by American Securities LLC from Arsenal Capital Partners.

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

Royal Adhesives is a South Bend, Ind.-based producer of specialty adhesives and sealants.

Alere sets changes

Alere reduced its seven-year covenant-light term loan B to $1.05 billion from $1.1 billion, set pricing at Libor plus 325 bps, the low end of the Libor plus 325 bps to 350 bps talk, added a step-down to Libor plus 300 bps at 2.25 times first-lien leverage and tightened the original issue discount to 99.75 from 99.5, a market source said.

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

With the term loan B downsizing, the company upsized its five-year term loan A to $650 million from $600 million, the source continued.

The company’s $1.95 billion credit facility (Ba3/B+) also includes a $250 million five-year revolver.

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

Goldman Sachs Bank USA, GE Capital Markets, J.P. Morgan Securities LLC, RBC Capital Markets LLC, DNB, Citizens Bank and HSBC Securities (USA) Inc. are leading the deal that will be used with $425 million of senior subordinated notes to refinance existing debt.

Alere is a Waltham, Mass.-based provider of near-patient diagnosis, monitoring and health management.

U.S. Shipping revised

U.S. Shipping raised its six-year first-lien term loan B (B2/B+) to $220 million from $215 million, lowered pricing to Libor plus 425 bps from revised talk of Libor plus 450 bps to 475 bps and initial talk of Libor plus 475 bps to 500 bps, and moved the original issue discount to 99.25 from 99, a market source said.

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

The Edison, N.J.-based long-haul marine transportation services provider also opted to decrease its privately placed seven-year second-lien term loan to $20 million from $30 million due to the first-lien term loan upsizing and a roughly $5 million increase to the cash consideration, the source remarked.

The now $250 million credit facility also includes a $10 million five-year revolver (B2/B+).

RBC Capital Markets is leading the deal that will be used to refinance existing debt.

Recommitments were due at 5 p.m. ET on Wednesday, the source added.

Cirque discloses talk

Also in the primary, Cirque du Soleil held its bank meeting on Wednesday, and with the event, price talk came out on its first- and second-lien term loans, according to a market source.

The $615 million seven-year first-lien covenant-light term loan (B1/B+) is talked at Libor plus 425 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, and the $170 million eight-year second-lien covenant-light term loan (Caa1/CCC+) is talked at Libor plus 825 bps to 850 bps with a 1% Libor floor, a discount of 98.5 to 99 and call protection of 102 in year one and 101 in year two, the source said.

The company’s $885 million credit facility also includes a $100 million revolver (B1/B+).

Commitments are due on June 24.

Cirque lead banks

Deutsche Bank Securities Inc., Bank of America Merrill Lynch, RBC Capital Markets, UBS AG, BMO Capital Markets, National Bank of Canada, Scotiabank and TD Securities (USA) LLC are leading Cirque du Soleil’s credit facility, with Deutsche left lead on the first-lien and Bank of America left lead on the second-lien.

Proceeds will be used to help fund the buyout of the company by TPG and Fosun Capital. Caisse de depot et placement du Quebec will also acquire a minority interest in the company.

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

Cirque is a Montreal-based producer of live artistic entertainment.

Jeld-Wen joins calendar

Jeld-Wen surfaced with plans to hold a lender call at 11 a.m. ET on Monday to launch a non-fungible $480 million incremental seven-year term loan, a market source remarked.

Barclays and Bank of America Merrill Lynch are leading the deal that will be used to fund a distribution to the company’s shareholders and pre-fund certain near-term bolt-on acquisitions.

Total leverage is 4.5 times, the source added.

Jeld-Wen is a Klamath Falls, Ore.-based door and window manufacturer.

AmeriLife on deck

AmeriLife Group scheduled a bank meeting for 10 a.m. ET in New York on Tuesday to launch a $275 million credit facility, according to a market source.

The facility consists of a $25 million five-year revolver, a $177.5 million seven-year first-lien term loan B talked at Libor plus 425 bps with a 1% Libor floor and an original issue discount of 99, and a $72.5 million 7.5-year second-lien term loan talked at Libor plus 825 bps with a 1% Libor floor and a discount of 98.5, the source said.

SunTrust Robinson Humphrey Inc. is leading the deal that will be used to help fund the buyout of the company by J.C. Flowers & Co. LLC from Reservoir Capital Group and Black Diamond Capital Partners.

Pro forma for the transaction, senior net leverage will be 4 times and total net leverage will be 5.75 times.

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

AmeriLife is a Clearwater, Fla.-based distributor of insurance services businesses focusing on health, fixed annuity and supplemental products for the senior market.

Spencer readies deal

Spencer Spirit set a call for 11 a.m. ET on Thursday to launch a $110 million incremental six-year first-lien term loan that is talked at Libor plus 425 bps with a 1% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, market sources said.

Commitments are due on June 18, sources said.

The company is also getting a $135 million 6.5-year second-lien term loan that has been placed already and is priced at Libor plus 825 bps with a 1% Libor floor. This tranche is non-callable for one year, then at 102 in year two and 101 in year three.

Credit Suisse Securities, Guggenheim and Wells Fargo Securities LLC are leading the deal, with Credit Suisse left on the first-lien and Guggenheim left on the second-lien. Wells Fargo is the administrative agent.

Proceeds will be used by the Egg Harbor Township, N.J.-based specialty retailer to refinance debt, reprice a first-lien term loan from Libor plus 450 bps with a 1% Libor floor and redeem a minority interest from ACON.

TI Auto timing emerges

TI Automotive scheduled a bank meeting in London on Monday and one in New York at 10:30 a.m. ET on Tuesday to launch its credit facility that is now known to include a $125 million five-year revolver, a €620 million U.S. equivalent seven-year term loan and a €450 million seven-year term loan, according to a market source.

JPMorgan, Citigroup Global Markets Inc., Barclays, Mizuho, Goldman Sachs Bank USA, RBC Capital Markets, UBS AG and Nomura are leading the deal.

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

Closing is expected in mid-year, subject to approval from TI Automotive shareholders, a substantial majority of which have pledged to support the deal, regulatory review and other customary conditions.

TI Automotive is an Auburn Hills, Mich.-based provider of fluid storage, carrying and delivery systems to automotive manufacturers.

Too Faced plans meeting

Too Faced Cosmetics will hold a bank meeting on Tuesday to launch a new credit facility, according to a market source.

KeyBanc Capital Markets and SunTrust Robinson Humphrey are leading the deal that will be used to help fund the buyout of a majority stake in the company by General Atlantic from Weston Presidio.

Closing is subject to regulatory review.

Too Faced Cosmetics is an Irvine, Calif.-based cosmetics company.

Salient closes

In other news, Salient Partners LP completed its acquisition of Forward Management LLC, a San Francisco-based asset management firm, and allocated its new credit facility, a market source said.

The $115 million credit facility, which was used to help fund the purchase and to refinance some existing debt, consists of a $15 million revolver and a $100 million term loan.

Pricing on the term loan is Libor plus 650 bps with a 1% Libor floor, and it was sold at an original issue discount of 98. There is 101 soft call protection for one year.

During syndication, the term loan was downsized from $160 million as the company decided not to refinance its subordinated debt but extend the maturity beyond the term loan maturity, pricing firmed at the high end of revised talk of Libor plus 600 bps to 650 bps and wide of initial talk of Libor plus 500 bps, the discount was changed from 99, and the call protection was extended from six months.

Macquarie Capital led the deal for the Houston-based investment management firm.

Life Time buyout wraps

The purchase of Life Time Fitness Inc. (LTF Merger Sub Inc.) by Leonard Green & Partners and TPG for $72.10 per share in cash closed on Wednesday, according to a news release.

To help fund the buyout, Life Time Fitness got a new $1.5 billion credit facility (B1/BB-) that consists of a $250 million revolver and a $1.25 billion seven-year covenant-light term loan B.

Pricing on the term loan B is Libor plus 325 bps with a 1% Libor floor, and it was sold at an original issue discount of 99.5. The debt has 101 soft call protection for six months.

During syndication, the B loan was upsized from $1.1 billion as a result of the company’s senior notes offering being downsized to $450 million from $600 million, and pricing firmed at the tight end of the revised Libor plus 325 bps to 350 bps talk and down from initial talk of Libor plus 350 bps to 375 bps.

Deutsche Bank Securities, Goldman Sachs Bank USA, Jefferies Finance, BMO Capital Markets, RBC Capital Markets, Macquarie Capital, Nomura and Mizuho led the deal for the Chanhassen, Minn.-based operator of sports, professional fitness, family recreation and spa destinations.

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