Civitas revises deal; P.F. Chang’s accelerated; CSC Holdings, Main Event details surface

By Sara Rosenberg

New York, Feb. 4 – on Monday, Civitas Solutions Inc. lowered the spread on its term loan B and term loan C, tightened the original issue discount and outlined ticking fees, and P.F. Chang’s China Bistro Inc. (PFC Acquisition Corp.) moved up the commitment deadline on its loan transaction.

Also, CSC Holdings LLC and Main Event Entertainment released price talk with launch, and Epic Crude Services, Innovative Water Care Global Corp., CEVA Logistics and Duff & Phelps are getting ready to bring new deals to market.

Civitas updates emerge

Civitas Solutions cut pricing on its $805 million seven-year first-lien term loan B (B1/B) and $50 million seven-year first-lien term loan C (B1/B) to Libor plus 425 basis points from Libor plus 450 bps and moved the original issue discount to 99 from 98.5, according to a market source.

Additionally, the ticking fee on the first-lien debt was outlined as half the margin from days 46 to 90 and the full margin thereafter, the source said.

As before, the first-lien loans have one 25 bps leverage-based pricing step-down and one 25 bps step-down upon an initial public offering, a 0% Libor floor and 101 soft call protection for six months.

The company’s $1.18 billion of credit facilities also include a $125 million revolver and a $200 million privately placed second-lien term loan.

Commitments remain due at noon ET on Tuesday, with allocations expected thereafter, the source added.

Civitas lead banks

Goldman Sachs Bank USA, UBS Investment Bank, RBC Capital Markets LLC, KeyBanc Capital Markets, BMO Capital Markets and Fifth Third are leading Civitas’ credit facilities.

The new debt will be used to help fund the buyout of the company by Centerbridge Partners LP for $17.75 in cash per share, resulting in an enterprise value of about $1.4 billion.

Closing is expected in the company’s second fiscal quarter, subject to shareholder approval, expiration or termination of waiting periods under Hart-Scott-Rodino Antitrust Improvements Act and other customary conditions.

Civitas is a Boston-based provider of home- and community-based health and human services to must-serve individuals with intellectual, developmental, physical or behavioral disabilities and other special needs.

P.F. revises timing

P.F. Chang’s accelerated the commitment deadline on its $485 million of credit facilities (B/B+) to 5 p.m. ET on Wednesday from Friday, a market source said.

The facilities consist of a $55 million revolver, and a $430 million seven-year first lien term loan talked at Libor plus 675 bps to 700 bps with a 0% Libor floor, an original issue discount of 98, and call protection of 102 in year one and 101 in year two.

Credit Suisse Securities (USA) LLC and KKR Capital Markets are leading the deal that will be used to help finance the acquisition of P.F. Chang’s by TriArtisan Capital Partners LLC and Paulson & Co. Inc. from Centerbridge Partners LP.

Closing is expected this quarter.

P. F. Chang’s is a Scottsdale, Ariz.-based Asian-themed casual dining restaurant chain.

CSC holds call

CSC Holdings held a call on Monday afternoon, launching a $1 billion secured term loan (BB-) due 2027 at talk of Libor plus 325 bps with a 0% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, a market source remarked.

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

J.P. Morgan Securities LLC is the left lead on the deal that will be used to refinance 10 1/8% senior notes due 2023.

CSC Holdings, an indirect wholly owned subsidiary of Altice USA Inc., is a Bethpage, N.Y.-based cable operator.

Main Event guidance

Main Event Entertainment came out with talk of Libor plus 625 bps to 650 bps with a 0% Libor floor, an original issue discount of 98 and 101 hard call protection for one year on its $200 million senior secured term loan that launched with an afternoon bank meeting, according to a market source.

Commitments are due on Feb. 14, the source said.

UBS Investment Bank is leading the deal that will be used to refinance existing debt.

Main Event Entertainment is a Dallas-based operator of family entertainment centers with locations across the United States.

Epic joins calendar

Epic Crude Services emerged with plans to hold a bank meeting at 1 p.m. ET in New York on Wednesday to launch $1,075,000,000 of credit facilities, according to a market source.

The facilities consist of a $75 million super-priority revolver and a $1 billion senior secured term loan B, the source said.

Goldman Sachs Bank USA, Barclays, Deutsche Bank Securities Inc., ABN Amro and Mirae are leading the deal that will be used to help fund the crude pipeline construction project, fund associated debt service reserve and construction reserve accounts, and pay related fees and expenses.

Equity investors are Ares Management Corp. and affiliates of Noble Energy Inc., Apache Corp. and Diamondback Energy.

Epic Crude pipeline is a 700 mile crude pipeline originating in the Permian and Eagle Ford Basins and terminating in Corpus Christi.

Innovative Water on deck

Innovative Water Care set a bank meeting for 10:30 a.m. ET on Tuesday to launch $450 million of term loans, a market source said.

The debt consists of a $350 million first-lien term loan (B) due in 2026 and a $100 million second-lien term loan (B-) due in 2027, the source added.

Bank of America Merrill Lynch, Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Nomura and BMO Capital Markets are leading the deal, with Bank of America left on the first-lien loan and Citigroup left on the second-lien loan.

The new debt will be used to help fund the buyout of the company by Platinum Equity from Lonza Group for $630 million.

Closing is expected this quarter, subject to customary conditions.

Innovative Water is an Alpharetta, Ga.-based provider of water treatment solutions and residential pool care products.

CEVA coming soon

CEVA Logistics scheduled a bank meeting for 10 a.m. ET on Tuesday to launch an $825 million covenant-light term loan B (B1/B+) due August 2025, a market source remarked.

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

Commitments are due at 5 p.m. ET on Feb. 19, the source added.

HSBC Securities (USA) Inc. is the left lead arranger on the deal, BNP Paribas is a global coordinator and Societe Generale is a joint lead arrangers and joint bookrunner. HSBC is the administrative agent.

The new debt will be used to refinance an existing $475 million term loan B due August 2025 priced at Libor plus 375 bps with a 0% Libor floor and to repay some of the company’s €300 million 5.25% senior secured notes due August 2025.

The refinancing is being done in connection with CMA CGM SA’s tender offer for CEVA’s shares.

CEVA is a Switzerland-based third-party logistics company.

Duff readies loan

Duff & Phelps is set to hold a lender call at 10 a.m. ET on Tuesday to launch a $280 million incremental term loan that is whispered in the low Libor plus 400 bps area, according to a market source.

By comparison, the company’s existing term loan is currently priced at Libor plus 325 bps.

UBS Investment Bank is the left lead on the deal, which will be used to fund the acquisition of Prime Clerk.

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

Duff & Phelps is a New York-based independent adviser with expertise in the areas of valuation, corporate finance, disputes and investigations, compliance and regulatory matters, and other governance-related issues. Prime Clerk is a New York-based claims and noticing administrator.

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