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Published on 10/21/2016 in the Prospect News Bank Loan Daily.

Serta Simmons, Suddenlink, Berlin Packaging, Pro Mach, Virtu Financial, Portillo’s break

By Sara Rosenberg

New York, Oct. 21 – Serta Simmons Holdings LLC’s credit facility emerged in the secondary market on Friday, with both its first- and second-lien term loans quoted above their issue prices, and Suddenlink Communications, Berlin Packaging LLC, Pro Mach Inc., Virtu Financial (VFH Parent LLC) and Portillo’s freed up too.

Over in the primary market, Deluxe Entertainment Services Group Inc. widened the spread and original issue discount on its incremental first-lien term loan, and Dealer Tire LLC upsized its term loan B, firmed pricing at the low end of talk and extended the call protection.

Also, MGM Growth Properties Operating Partnership LP set pricing on its term loan B at the high end of talk and added a step-down, Global Payments Inc. downsized its term loan B as a delayed-draw term loan A-2 was added to its transaction, and firmed the term B spread at the low side of guidance, and Rackspace Hosting Inc. moved up the commitment deadline on its term loan B.

In addition, Advanced Disposal Services Inc. released price talk with launch, Sirius Computer Solutions came to market with a first-lien term loan and Acrisure LLC, Pharmaceutical Product Development LLC (Jaguar Holding Co. II) and Azelis Finance SA revealed that they are getting ready to launch new deals to investors.

Serta frees up

Serta Simmons’ credit facility broke for trading on Friday, with the $1.95 billion seven-year first-lien term B quoted at par bid, par ¼ offered and the $450 million eight-year second-lien term loan quoted at par bid, 101 offered, according to traders.

Pricing on the first-lien term loan is Libor plus 350 basis points 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.

The second-lien term loan is priced at Libor plus 800 bps with a 1% Libor floor and was issued at a discount of 98.5. This tranche has call protection of 102 in year one and 101 in year two.

On Thursday, the first-lien term loan was upsized from $1.9 billion while the spread firmed at the low end of the Libor plus 350 bps to 375 bps talk, and the second-lien term loan was downsized from $500 million with pricing finalizing at the low end of the Libor plus 800 bps to 825 bps guidance.

Documentation changes were made on Thursday, too, with the MFN revised to include all incremental pari passu term loans, including those that mature greater than two years after the term loan, and a 25% cap set on EBITDA adjustments related to cost savings and synergies, with an 18 month look forward.

Serta getting revolver

Along with the first- and second-lien term loans, Serta’s new $2,625,000,000 credit facility provides for a $225 million ABL revolver.

UBS Investment Bank, Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc., Deutsche Bank Securities Inc., Barclays, Jefferies Finance LLC, J.P. Morgan Securities LLC and Wells Fargo Securities LLC are leading the deal, with UBS the left lead on the term loan B and Goldman the left lead on the second-lien loan.

Proceeds will be used to refinance existing debt and pay a dividend.

Closing is expected around Nov. 7.

Serta, an Advent International portfolio company, is an Atlanta-based manufacturer and distributor of mattresses.

Suddenlink starts trading

Suddenlink Communications’ $815 million eight-year senior secured term loan B (Ba3/BB-) also freed up, with levels seen at par ¼ bid, par ¾ offered, a source remarked.

Pricing on the term loan is Libor plus 300 bps with a 0.75% Libor floor, and it was sold at par. The debt has 101 soft call protection for six months.

On Thursday, pricing on the loan firmed at the low end of the Libor plus 300 bps to 325 bps talk and the issue price was tightened from 99.75.

Goldman Sachs Bank USA and Deutsche Bank Securities Inc. are leading the deal that will be used to refinance/extend an existing $815 million term loan B.

Suddenlink is a St. Louis-based cable and broadband service provider.

Berlin tops par

Berlin Packaging’s fungible $190 million incremental covenant-light term loan B (B2/B) due October 2021 began trading too, with levels quoted at par ½ bid, 101 offered, a market source said.

The term loan B is priced at Libor plus 350 bps with a 1% Libor floor and was issued at par, after tightening from talk of 99.5 to 99.75 on Thursday. The debt has 101 soft call protection for six months, which was added to incremental and existing term loan at the same time that the issue price was revised.

Deutsche Bank Securities Inc., Morgan Stanley Senior Funding Inc. and Barclays are leading the deal that will be used to fund the acquisition of Italy-based Bruni Glass, a distributor of glass containers, bottles and special glass packaging.

Including the incremental loan, the term loan B size will total about $825 million.

Closing is expected in early November.

Berlin Packaging is a Chicago-based hybrid packaging supplier.

Pro Mach breaks

Another deal to make its way into the secondary was Pro Mach’s $160 million senior secured add-on first-lien term loan B (B2/B-) due October 2021, with levels quoted at 99¾ bid, par ¾ offered, according to a market source.

Pricing on the add-on term loan is Libor plus 375 bps with a 1% Libor floor, and it was issued at a discount of 99.5. The add-on and existing first-lien term loan are getting 101 soft call protection for six months.

On Thursday, the original issue discount on the add-on loan was set at the tight end of the 99 to 99.5 talk, and the debt was revised to being all funded, as opposed to including a $50 million delayed-draw tranche with an undrawn fee of 187.5 bps per annum and availability of 12 months, subject to 4.5 times pro forma leverage.

Goldman Sachs Bank USA and Antares Capital are leading the deal that will be used for opportunistic acquisitions and to refinance existing second-lien debt and is expected to close during the week of Oct. 24.

Pro Mach is a Covington, Ky.-based provider of packaging machinery solutions and related aftermarket products serving the food, beverage, pharmaceutical and consumer packaged goods companies.

Virtu frees to trade

Virtu Financial’s $540 million term loan B (Ba3/B/BB-) started trading during the session, with levels seen at par ¼ bid, par ¾ offered, according to a trader.

Pricing on the loan is Libor plus 350 bps with a 0.75% Libor floor, and it was sold at an original issue discount of 99.75. Included in the loan is 101 soft call protection for one year.

During syndication, pricing on the term loan was lowered from Libor plus 375 bps, the floor was cut from 1% and the discount was changed from 99.5.

J.P. Morgan Securities LLC is leading the deal that will be used to refinance existing debt.

Virtu is a New York-based electronic market maker and financial technology developer.

Portillo’s hits secondary

Portillo’s bank debt broke as well, with the $71 million add-on first-lien term loan (B2/B-) quoted at 99 bid, 99½ offered and the $25 million add-on second-lien term loan (Caa2/CCC) quoted at 99½ bid, par offered, a trader remarked.

The first-lien term loan is priced at Libor plus 450 bps with a 1% Libor floor, and was sold at an original issue discount of 99. The debt has 101 soft call protection for six months.

Pricing on the second-lien term loan is Libor plus 800 bps with a 1% Libor floor, and it was issued at a discount of 98. This tranche has 101 hard call protection for one year.

UBS Investment Bank and Jefferies Finance LLC are leading the $96 million in add-on term loans that will be used to pay a dividend.

Portillo’s, a Berkshire Partners portfolio company, is an Oak Brook, Ill.-based restaurant company.

Deluxe changes surface

Moving to the primary market, Deluxe Entertainment raised pricing on its non-fungible $75 million incremental first-lien term loan (B2/B-) to Libor plus 600 bps from Libor plus 575 bps and modified the original issue discount to 97 from 98, according to a market source.

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

Commitments were due at 5 p.m. ET on Friday, and allocations are targeted for early in the week of Oct. 24, the source said.

Macquarie Capital (USA) Inc. is leading the deal that will be used to fund an acquisition and add cash to the balance sheet.

Deluxe is a Los Angeles-based provider of digital asset creation, management and distribution services.

Dealer Tire reworked

Dealer Tire lifted its term loan B to $644 million from $604 million, finalized pricing at Libor plus 375 bps, the low end of the Libor plus 375 bps to 400 bps talk, and extended the 101 soft call protection to one year from six months, according to a market source.

As before, the term loan has a 1% Libor floor and a par issue price.

J.P. Morgan Securities LLC is leading the deal that will be used to reprice an existing term loan B from Libor plus 450 bps with a 1% Libor floor, and, as a result of the upsizing, to fund a dividend, the source said.

Dealer Tire is a Cleveland-based distributor of replacement tires and parts for automotive OEMs and their dealers.

MGM Growth updated

MGM Growth Properties firmed pricing on its $1.84 billion covenant-light term loan B at Libor plus 275 bps, the high end of the Libor 250 bps to 275 bps talk, and added a step-down to Libor plus 250 bps based on ratings, a market source remarked.

The loan still has a 0.75% Libor floor, a par issue price and 101 soft call protection for six months.

Bank of America Merrill Lynch is leading the deal that will be used to reprice an existing term loan B from Libor plus 325 bps with a 0.75% Libor floor.

MGM Growth Properties is a Las Vegas-based real estate investment trust engaged in the acquisition, ownership and leasing of large-scale destination entertainment and leisure resorts.

Global Payments modified

Global Payments trimmed its term loan B to $542 million from $1,042,000,000 and set pricing at Libor plus 250 bps, the tight end of the Libor plus 250 bps to 275 bps talk, while leaving the no Libor floor, par offer price and 101 soft call protection for six months intact, a source said.

Furthermore, the company added a $750 million delayed-draw term loan A-2 to its transaction, the source continued.

Allocations are expected on Monday.

Bank of America Merrill Lynch, MUFG, PNC Capital Markets LLC, TD Securities (USA) LLC, SunTrust Robinson Humphrey Inc., Fifth Third Bank, Barclays and Capital One are leading the deal that will be used to refinance an existing term loan B and repay revolver drawings.

Global Payments is an Atlanta-based provider of payment technology services.

Rackspace revises deadline

Rackspace accelerated the commitment deadline on its $2 billion seven-year covenant-light term loan B to noon ET on Tuesday from 5 p.m. ET on Wednesday, a market source said.

The term loan 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.

The company’s $2,225,000,000 senior secured credit facility (Ba2/BB+/BB+) also includes a $225 million five-year revolver.

Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Barclays, RBC Capital Markets and Credit Suisse Securities (USA) LLC are leading the deal.

Rackspace being acquired

Proceeds from Rackspace’s credit facility, $1.2 billion in eight-year senior unsecured notes, $1,258,000,000 in equity and $434 million in balance sheet cash will be used to fund its buyout by Apollo Global Management LLC for $32.00 per share in cash. The transaction has a total value of $4.4 billion.

Pro forma for the transaction, net secured leverage is 2.5 times and net total leverage is 4 times based on last-12-month June 30 pro forma adjusted EBITDA of $810 million.

Closing is targeted for early-to-mid November, subject to the conclusion of the applicable antitrust waiting periods in the United States, the European Union and Israel, stockholder approval and other customary conditions.

Rackspace is a San Antonio-based managed cloud company.

Advanced Disposal sets talk

Also on the new deal front, Advanced Disposal Services held its lender call on Friday morning, and shortly before the event kicked off, talk on its $1.54 billion seven-year covenant-light term loan B (B1/BB) emerged at Libor plus 275 bps with a 0.75% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, a market source remarked.

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

Deutsche Bank Securities Inc., Barclays, Credit Suisse Securities (USA) LLC, UBS Investment Bank and Macquarie Capital (USA) Inc. are leading the deal that will be used with $425 million of senior unsecured notes to refinance an existing term loan B and 8¼% senior notes due 2020.

The company is also expected to get a $300 million revolver to refinance its existing revolver.

Advanced Disposal is a Ponte Vedra, Fla.-based provider of non-hazardous solid waste services.

Sirius holds call

Sirius Computer Solutions emerged in the morning with plans to hold a lender call at 11:30 a.m. ET on Friday to launch a $490 million covenant-light first-lien term loan due Oct. 30, 2022 talked at Libor plus 425 bps to 450 bps with a 1% Libor floor and 101 soft call protection for six months, according to a market source.

The term loan is split between $440 million in existing debt offered at par that will be used to refinance/reprice the existing term loan from Libor plus 500 bps with a 1% Libor floor, and $50 million in incremental debt offered at an original issue discount of 99.5 that will be used to fund tuck-in acquisitions, the source said.

Commitments are due on Oct. 28.

Credit Suisse Securities (USA) LLC is leading the deal.

Sirius is a San Antonio-based provider of data center-focused technology integration services.

Acrisure on deck

Acrisure set a bank meeting for Monday to launch a $1,175,000,000 first-lien term loan talked at Libor plus 450 bps to 475 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, a market source remarked.

Of the total first-lien term loan amount, $110 million will be unfunded at closing.

J.P. Morgan Securities LLC is leading the deal that will be used with a $305 million privately placed second-lien term loan, of which $30 million will be unfunded at closing, to help fund the management-led buyout of the company, led by Greg Williams, chief executive officer and co-founder, and a consortium of minority investors from Genstar Capital and to refinance existing debt.

Acrisure is a Caledonia, Mich.-based insurance brokerage.

Pharmaceutical readies loan

Pharmaceutical Product Development scheduled a lender call for Monday to launch a fungible $460 million add-on first-lien term loan due August 2022 talked at Libor plus 325 bps with a 1% Libor floor, an original issue discount of 99 to 99.5 and 101 soft call protection for six months, according to a market source.

The spread and floor on the add-on loan matches existing first-lien term loan pricing.

J.P. Morgan Securities LLC is leading the debt that will be used to fund a dividend. Credit Suisse Securities (USA) LLC is the administrative agent.

Pharmaceutical Product Development is a Wilmington, N.C.-based contract research organization focused on clinical development and laboratory services.

Azelis repricing

Azelis Finance will hold a lender call at 10:30 a.m. ET on Monday to launch a repricing of its $322,562,500 senior secured term loan B and its €168,227,506 senior secured term loan B from Libor/Euribor plus 550 bps with a 1% floor, a market source said.

Morgan Stanley Senior Funding Inc. is leading the transaction.

Azelis is an Antwerp, Belgium-based pure-play specialty chemical distributor.

Press Ganey closes

In other news, the buyout of Press Ganey Inc. by EQT Equity for $40.50 of cash per share has been completed, a news release said.

To help fund the transaction, Press Ganey got a new $1,098,000,000 senior secured credit facility consisting of a $70 million revolver (B2/B), a $760 million seven-year covenant-light first-lien term loan and a $268 million eight-year covenant-light second-lien term loan.

The revolver is priced at Libor plus 325 bps.

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 99.5. The debt has 101 soft call protection for six months.

The second-lien term loan is priced at Libor plus 725 bps with a 1% Libor floor and was issued at a discount of 99. This tranche has call protection of 102 in year one and 101 in year two.

Press Ganey leads

Credit Suisse, Citigroup and Bank of America Merrill Lynch led Press Ganey’s credit facility, with Credit Suisse left lead on the first-lien loan and Citigroup left lead on the second-lien loan.

During syndication, the first-lien term loan was upsized from $740 million, pricing was cut from talk of Libor plus 375 bps to 400 bps, and the discount was modified from 99. Also, the second-lien term loan was downsized from $288 million, the spread was reduced from talk of Libor plus 775 bps to 800 bps, and the discount was tightened from 98.

Press Ganey is a Wakefield, Mass.-based provider of patient experience measurement, performance analytics and strategic advisory solutions for health care organizations.


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