Rexnord, AGS break; Research Now, Parts Town updates emerge; WorldStrides revises deadline

By Sara Rosenberg

New York, Dec. 4 – Rexnord LLC’s first-lien term loan made its way into the secondary market on Monday and the debt was seen trading above its issue price, and AGS’s (AP Gaming I LLC) term loan freed up as well.

Moving to the primary market, Research Now/Survey Sampling revised price talk, original issue discounts and call protection on its first-and second-lien term loans, and made a number of documentation changes.

Also, Parts Town (PT Holdings LLC) firmed pricing on its first-and second-lien term loans at the low end of guidance, WorldStrides accelerated the commitment deadline on its term loans, and GNC Holdings Inc. pulled its credit facilities from market.

Furthermore, Dealogic, Vistra Operations Co. LLC, Calpine Construction Finance Corp., BenefitMall (BMC Acquisition Inc.), Wheelabrator Technologies Inc. (Granite Acquisition Inc.), Presidio Inc., McGraw-Hill Global Education Holdings LLC and McAfee LLC released price talk with launch.

In addition, Aristocrat Leisure Ltd., Zenith Energy U.S. Logistics Holdings LLC, Hyperion Insurance Group Ltd., Darling Ingredients Inc., MB Aerospace, Nomad Foods Ltd., Jeld-Wen Inc., TKC Holdings Inc. and CIBT joined this week’s primary calendar.

Rexnord hits secondary

Rexnord’s $800 million covenant-light first-lien term loan due August 2024 (Ba2/BB+) began trading on Monday, with levels quoted at par 1/8 bid, par ½ offered, according to a trader.

Pricing on the term loan is Libor plus 225 basis points with a step-down to Libor plus 200 bps with corporate ratings of Ba3/BB- and a 0% Libor floor. The loan was issued at par and has 101 soft call protection for six months.

Current corporate ratings are B1/BB-.

Credit Suisse Securities (USA) LLC, BMO Capital Markets, Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Barclays, Goldman Sachs Bank USA and Mizuho are leading the deal that will be used with $500 million of senior notes and cash on hand to refinance an existing $1,594,000,000 covenant-light first-lien term loan due August 2023 priced at Libor plus 275 bps with a 1% Libor floor.

Lenders were offered a 10 bps extension fee.

Rexnord is a Milwaukee-based industrial company comprising two strategic platforms: process & motion control and water management.

AGS frees to trade

AGS’ $65 million incremental senior secured first-lien term loan (B2/B) due Feb. 15, 2024 also broke, with levels seen at par ½ bid, 101½ offered, a market source said.

Pricing on the loan is Libor plus 550 bps with a 1% Libor floor and it was issued at par.

On Friday, the issue price on the term loan was tightened from 99.5.

Jefferies LLC and Macquarie Capital (USA) Inc. are leading the deal that will be used to fund an acquisition and for general corporate purposes.

AGS is a Las Vegas-based manufacturer and operator of gaming machines.

Research Now reworked

Switching to the primary market, Research Now/Survey Sampling lifted price talk on its $700 million seven-year first-lien term loan (B1/B+) to a range of Libor plus 525 bps to 550 bps from a range of Libor plus 450 bps to 475 bps, widened the original issue discount to 95 from 99 and changed the call protection to a 101 hard call for one year from a 101 soft call for six months, according to a market source. The loan still has a 1% Libor floor.

Regarding the $250 million eight-year second-lien term loan (Caa1/B-), talk was increased to Libor plus 950 bps from a range of Libor plus 850 bps to 875 bps, the discount was modified to a range of 93 to 94 from 98.5, and the call protection was adjusted to non-callable for one year, then at 102 in year two and 101 in year three from 102 in year one and 101 in year two, while the 1% Libor floor was left intact, the source said.

Other changes included, among other things, reducing the incremental to a $125 million first-lien starter with no grower from a $200 million first-lien starter with an EBITDA grower, removing the six-month MFN sunset and all carve-outs, making all incremental ratios subject to 0.25 times inside of closing date leverage, instead of closing date net leverage or no worse than, removing all “no worse than” prongs for the first-and second-lien loans, increasing the excess cash flow sweep to 75% with step downs to 50%, 25% and 0% from 50% with step downs to 25% and 0% at 0.5 times and 0.75x inside closing total net leverage, and eliminating the carry forward of voluntary prepayments and buybacks of loans.

Research Now leads

Goldman Sachs Bank USA, Bank of America Merrill Lynch, Jefferies LLC and Citizens Bank are leading Research Now’s $950 million in senior secured term loans.

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

The new term loans will be used to help fund the merger of Research Now and Survey Sampling International and fund a $180 million dividend, which was reduced from $191 million. The combined company will be privately held, with Court Square Capital Partners and HGGC, the current majority owners of Research Now and Survey Sampling, respectively, remaining as majority owners of the combined business.

Closing is expected by the end of the year, after the standard regulatory review process.

Research Now and Survey Sampling are providers of digital data solutions and technology for consumer and business-to-business survey research.

Parts Town firms spreads

Parts Town finalized pricing on its $200 million seven-year first-lien term loan (B2/B-) at Libor plus 400 bps, the low end of the Libor plus 400 bps to 425 bps talk, and left the 1% Libor floor, original issue discount of 99.5 and 101 soft call protection for six months unchanged, a market source remarked.

Also, the company set pricing on its $82.5 million eight-year second-lien term loan (Caa2/CCC) at Libor plus 800 bps, the tight end of the Libor plus 800 bps to 825 bps talk, the source continued. This tranche still has a 1% Libor floor, a discount of 99 and hard call protection of 102 in year one and 101 in year two.

The company’s $332.5 million of credit facilities also include a $50 million ABL revolver.

Jefferies LLC, Citizens Bank and Golub are the arrangers on the term loans, and Citizens is the arranger on the ABL.

Parts Town, an Addison, Ill.-based OEM parts distributor and service provider to the foodservice equipment market, will use the new debt to refinance its existing capital structure.

WorldStrides moves deadline

WorldStrides accelerated the commitment deadline on its $425 million seven-year term loan B and a $35 million delayed-draw term loan B to end of day on Wednesday from Thursday, a market source said.

Talk on the loans is Libor plus 425 bps to 450 bps with a 1% Libor floor and an original issue discount of 99.5. The term loan has 101 soft call protection for six months.

Goldman Sachs Bank USA and BNP Paribas Securities Corp. are leading the $460 million in senior secured term loans (B1/B) that will be used to help fund a strategic investment from Eurazeo and Primavera Capital Group.

Closing is expected by year end.

WorldStrides is a Charlottesville, Va.-based educational student travel and study abroad organization.

GNC shelves loan deal

GNC Holdings withdrew its $300 million term loan B-1 due Jan. 31, 2020, $905 million term loan B-2 due Jan. 31, 2021 and senior secured asset-based revolver from the primary market, according to sources.

Talk on the term loan B-1 was Libor plus 850 bps to 900 bps with a 1% Libor floor and an original issue discount of 96, and talk on the term loan B-2 was Libor plus 950 bps to 1,000 bps with a 1% Libor floor and a discount of 96. Both loans were non-callable for one year, then at 102 in year two.

Initially, the company came to market with a $705 million five-year term loan B talked at Libor plus 700 bps with a 1% Libor floor, an original issue discount of 97.5 to 98 and hard call protection of 102 in year one and 101 in year two, and $500 million of five-year senior secured notes, but that transaction was changed into the all bank debt structure that has now been pulled.

Bank of America Merrill Lynch, Barclays, BMO Capital Markets, Citizens Bank and J.P. Morgan Securities LLC were leading the deal that was going to be used to repay existing credit facilities.

GNC, a Pittsburgh-based specialty health, wellness and performance retailer, announced on Monday that it has retained Goldman Sachs and Co. LLC as its strategic advisor to help the Board evaluate alternatives to optimize its capital structure and other alternatives to enhance shareholder value.

Dealogic price guidance

In more primary happenings, Dealogic had its bank meeting on Monday, launching its $660 million senior secured term loan at talk of Libor plus 400 bps with a 1% Libor floor and an original issue discount of 99.5, according to a market source.

UBS Investment Bank is leading the deal that will be used to help fund a recapitalization in connection with the acquisition by ION Investment Group of a controlling stake in the company.

With the transaction, the Carlyle Group and management are retaining significant ownership in Dealogic.

Closing is expected this quarter, subject to customary approvals.

Dealogic is a New York and London-based provider of data and analytics, market intelligence and capital markets software solutions for financial institutions.

Vistra details emerge

Vistra Operations held its lender call and launched a $2,829,000,000 term loan B due Aug. 4, 2023 and a $500 million term loan C due Aug. 4, 2023, both talked at Libor plus 250 bps with a 0.75% Libor floor, a par issue price and 101 soft call protection for six months, a market source said.

Existing lender commitments are due on Thursday and new lender commitments are due on Friday, the source added.

Deutsche Bank Securities Inc., Barclays, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, RBC Capital Markets, Natixis and UBS Investment Bank are leading the deal that will be used to reprice an existing term loan B and an existing term loan C, which is being downsized from $650 million, down from Libor plus 275 bps with a 0.75% Libor floor.

Vistra, formerly known as Texas Competitive Electric Holdings Co. LLC, is a Dallas-based power generator and retail electric provider.

Calpine Construction launches

Calpine Construction emerged in the morning with plans to hold a lender call at 3 p.m. ET to launch a $1 billion covenant-light first-lien term loan due January 2025 talked at Libor plus 250 bps with a 0% Libor floor, an original issue discount of 99.5 to 99.75 and 101 soft call protection for six months, according to a market source.

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

Credit Suisse Securities (USA) LLC, Morgan Stanley Senior Funding Inc., Bank of America Merrill Lynch, Deutsche Bank Securities Inc., Citigroup Global Markets Inc., MUFG, Barclays, Goldman Sachs Bank USA, Credit Agricole, RBC Capital Market, BNP Paribas Securities Corp. and UBS Investment Bank are leading the deal that will be used to refinance existing term loan B-1 and term loan B-2 debt.

Additionally, parent company, Houston-based Calpine Corp., is issuing $560 million of add-on senior secured notes, upsized from $550 million, to refinance a portion of Calpine Construction’s term loans.

Calpine Construction is an owner and operator of 4.4 GW of power generation capacity.

BenefitMall sets talk

BenefitMall released talk of Libor plus 475 bps to 500 bps with a 1% Libor floor and an original issue discount of 99.5 on its $230 million seven-year covenant-light first-lien term loan that launched with an afternoon bank meeting, a market source said.

The term loan has 101 soft call protection for six months.

The company’s $270 million of credit facilities (B) also include a $40 million revolver.

Commitments are due on Dec. 14.

Credit Suisse Securities (USA) LLC is the left lead on the deal that will be used with equity to fund the buyout of the company by the Carlyle Group from an investor group led by Austin Ventures.

Closing is expected this year, subject to customary conditions.

BenefitMall is a Dallas-based provider of employee benefits and payroll services to small and medium sized businesses.

Wheelabrator comes to market

Wheelabrator Technologies held a lender call at 2 p.m. ET, launching an incremental $125 million term loan C due December 2021, a repricing of its existing $48 million term loan C due December 2021 and a repricing of its existing $1.21 billion term loan B due December 2021, a market source remarked.

Talk on the term loans is Libor plus 300 bps with a 1% Libor floor and 101 soft call protection for six months. The incremental loan is talked with a discount of 99.5 and the repricings are offered at par.

Deutsche Bank Securities Inc. and BNP Paribas Securities Corp. are leading the deal.

The incremental loan will be used to fund letters of credit and the repricings will take the existing term loan B and C debt down from Libor plus 400 bps with a 1% Libor floor.

The company is also seeking an amendment to its existing $247 million second-lien term loan due December 2022 for which lenders are offered a 5 bps consent fee and 101 soft call protection for six months.

The amendment will change the accordion free and clear basket shared between the first-and second-lien term loans to $150 million from $350 million, add a 1.1 times minimum debt service coverage ratio covenant, and make the capital structure portable with a change-of-control subject to ratings reaffirmation.

Commitments are due on Friday, the source added.

Wheelabrator is a Hampton, N.H.-based owner and operator of waste-to-energy facilities and independent power-producing facilities.

Presidio holds call

Presidio surfaced early in the day with plans to hold a lender call at 1 p.m. ET to launch a $741.6 million senior secured covenant-light term loan B due Feb. 2, 2024 talked at Libor plus 275 bps with a 1% Libor floor, an original issue discount of 99.5 to 99.75 and 101 soft call protection for six months, a market source said.

Citigroup Global Markets Inc. is leading the deal that will be used to amend and extend by two years an existing term loan B due 2022 and finance the redemption of the company’s $125 million of outstanding 10.25% senior notes due 2023.

With the transaction, the first-lien incurrence test covenant will be revised to 3.75 times first-lien net leverage from 3.25 times and a technical amendment will be sought after to permit ordinary course non-recourse lease transactions consistent with past practices.

Existing lender commitments are due at 5 p.m. ET on Thursday, new money commitments are due at noon ET on Friday and closing is expected on Jan. 5, the source added.

Presidio is a New York-based IT infrastructure solutions provider.

McGraw-Hill floats OID

McGraw-Hill Global Education Holdings disclosed original issue discount talk of 99.5 on its fungible $150 million incremental first-lien term loan (B1/B+) due May 4, 2022 that launched with an afternoon call, according to a market source.

The incremental loan is priced at Libor plus 400 bps with a 1% Libor floor, in line with the existing term loan.

Commitments are due at 5 p.m. ET on Wednesday, the source said.

Jefferies LLC is leading the deal that will be used with potential new $250 million HoldCo debt and cash from the balance sheet to refinance existing HoldCo notes and pay fees and expenses.

McGraw-Hill is a New York-based provider of education materials.

McAfee guidance

McAfee LLC held its call and announced talk on its $324 million incremental covenant-light first-lien term loan B (B) and €150 million incremental covenant-light first-lien term loan B (B), a market source said.

Talk on the U.S. term loan is Libor plus 450 bps with a 1% Libor floor and an original issue discount of 99 to 99.5, and talk on the euro term loan is Euribor plus 425 bps with a 0% floor and a discount of 99 to 99.5, the source added. Both loans have 101 soft call protection through September 2018.

Commitments are due at noon ET on Friday.

Bank of America Merrill Lynch, Goldman Sachs Bank USA and UBS Investment Bank are leading the deal that will be used to fund the acquisition of Skyhigh Networks, a cloud access security broker.

McAfee is a Santa Clara, Calif.-based cybersecurity company.

Aristocrat on deck

Aristocrat Leisure will hold a lender call at 3:30 p.m. ET on Wednesday to launch its $890 million seven-year incremental term loan B, a market source remarked.

UBS Investment Bank, Citigroup Global Markets Inc. and Goldman Sachs Bank USA are leading the deal that will be used with $125 million of cash on hand to fund the acquisition of Big Fish Games Inc. from Churchill Downs Inc. for $990 million in cash, subject to customary completion adjustments.

Closing is expected in the first quarter of 2018, subject to regulatory and other approvals, and customary conditions.

Pro forma net leverage is expected to be 2.2 times.

Aristocrat Leisure is a Sydney, Australia-based provider of gaming solutions. Big Fish is a Seattle-based social gaming company.

Zenith timing surfaces

Zenith Energy scheduled a bank meeting for 9:30 a.m. ET on Wednesday to launch its previously announced $500 million of senior secured credit facilities, according to a market source.

The facilities consist of a $50 million five-year revolver, a $410 million seven-year first-lien term loan and a $40 million seven-year final maturity delayed-draw term loan.

Barclays, Credit Suisse Securities (USA) LLC and HSBC Securities (USA) Inc. are leading the deal that will be used to help fund the acquisition of Arc Logistics Partners LP.

Arc is being bought for $16.50 per common unit in cash, although Lightfoot Capital Partners LP will receive $14.50 per common unit in cash for the roughly 5.2 million common units held by it, and Lightfoot Capital Partners GP LLC will receive $94.5 million for 100% of the membership interests in Arc GP.

Closing is expected at the end of the fourth quarter or early in the first quarter of 2018, subject to approval by a majority of the outstanding Arc Logistics common unitholders and regulatory approval.

Zenith, a Warburg Pincus portfolio company, is a Houston-based liquids and bulk terminaling company. Arc, with corporate offices in New York and Houston, is engaged in the terminalling, storage, throughput and transloading of petroleum products and other liquids.

Hyperion coming soon

Hyperion Insurance set a lender call for 10 a.m. ET on Tuesday to launch roughly $1.33 billion equivalent of senior secured credit facilities, a market source remarked.

The facilities consist of a £125 million revolver, a $925 million term loan B and a €200 million term loan B, the source added.

Morgan Stanley Senior Funding Inc., Barclays, J.P. Morgan Securities plc, RBC Capital Markets, HSBC Securities (USA) Inc., Lloyds Securities Inc., RBS and ING Capital LLC are leading the deal that will be used to refinance existing debt, to fund near-term acquisitions, for general corporate purposes and to pay related fees and expenses.

Hyperion is a London-based insurance intermediary group.

Darling refinancing

Darling Ingredients scheduled a lender call for 10 a.m. ET on Tuesday to launch a $525 million seven-year covenant-light term loan B that will be used to refinance an existing term loan B, according to a market source.

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

BMO Capital Markets, Bank of America Merrill Lynch, J.P. Morgan Securities LLC and Citigroup Global Markets Inc. are leading the deal.

Darling is an Irving, Texas-based developer and producer of sustainable natural ingredients from edible and inedible bio-nutrients.

MB Aerospace sets meeting

MB Aerospace will hold a bank meeting at 10 a.m. ET in New York on Tuesday to launch $305 million of secured credit facilities, a market source said.

The facilities consist of a $50 million five-year revolver and a $255 million seven-year first-lien term loan, the source added.

RBC Capital Markets, Societe Generale, Barclays and Citizens Bank are leading the deal that will be used to fund the acquisition of Taiwan-based Asian Compressor Technology Services Co. Ltd. and to refinance existing debt.

Closing is expected in January.

MB Aerospace, a Blackstone portfolio company, is an East Granby, Conn.-based provider of advanced technological solutions to the aerospace and defense industry.

Nomad readies transaction

Nomad Foods set a lender call for 10:30 a.m. ET on Tuesday to launch repricings of its existing $610 million term loan and existing €500 million term loan, and to launch a €100 million incremental term loan, a market source remarked.

Goldman Sachs is leading the deal.

The incremental loan will be used for general corporate purposes, including potential future acquisitions.

Nomad Foods is a Feltham, England-based frozen foods company.

Jeld-Wen on deck

Jeld-Wen plans to hold a lender meeting on Tuesday to launch a $440 million term loan B (Ba2) due December 2024, a market source said.

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

Bank of America Merrill Lynch, Wells Fargo Securities LLC, Barclays and J.P. Morgan Securities LLC are leading the deal that will be used with $400 million of senior notes due 2025, $400 million of senior notes due 2027 and cash on hand to refinance an existing term loan.

The company also plans to seek amendments to its asset-based revolver to extend the maturity to December 2022, reduce pricing and make certain adjustments to the borrowing base and collateral.

Wells Fargo is the administrative agent for the revolver.

Jeld-Wen is a door and window manufacturer based in Charlotte, N.C.

TKC plans incremental loans

TKC Holdings will hold a lender call on Tuesday to launch $105 million of incremental term loans, according to a market source.

The debt consists of a $60 million incremental first-lien term loan due February 2023 with 101 soft call protection for six months and a $45 million incremental second-lien term loan due February 2024, the source said.

Jefferies LLC and KKR Capital Markets are leading the deal that will be used to fund a distribution to shareholders. Jefferies is the left lead on the first-lien and KKR is the left lead on the second-lien.

TKC is a St. Louis-based provider of commissary, food service and related technology products to the corrections industry, and a provider of in-room coffee service to hotels and motels.

CIBT joins calendar

CIBT scheduled a lender call for Tuesday to launch new loan financing, according to a market source.

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

CIBT, a Kohlberg & Co. portfolio company, is a McLean, Va.-based provider of mobility solutions, offering expedited visa, work permit, immigration, passport and other related value-added services.

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