Cision, Nexeo deal changes emerge; MultiPlan, Cypress, U.S. Farathane, CIBT launch loans

By Sara Rosenberg

New York, May 16 – Cision on Monday returned its first-lien term loan to an all U.S. dollar tranche, as a recently added euro carve-out was eliminated, and widened spreads as well as original issue discounts on its first-and second-lien term loan debt.

Also on the primary front, Nexeo Solutions Holdings LLC tightened pricing and original issue discount on its term loan B while also accelerating the commitment deadline, and MultiPlan Inc., Cypress Semiconductor Corp., U.S. Farathane LLC and CIBT Holdings Inc. released price talk with launch.

In addition, AdvancePierre Foods Inc., Allnex (Allnex Sarl/Allnex USA Inc.), CHG Healthcare Services Inc., Learfield Communications Inc., Electrical Components International Inc. and Vencore joined this week’s new issue calendar.

Cision reworks deal

Cision on Monday dropped plans for a recently added €250 million seven-year term loan B carve-out, making its $1.1 billion seven-year first-lien term loan B (B1/B+) all U.S. dollar denominated as initially launched, according to a market source.

Furthermore, pricing on the tranche was lifted to Libor plus 600 basis points from Libor plus 575 bps, the original issue discount was revised to 96 from 98, and the 101 soft call protection was extended to one year from six months, the source said.

Also, the incremental allowance was cut to $100 million from $150 million, the excess cash flow sweep was revised to 75% with a step-down at 3.5 times leverage from 50% with a step-down at 3.5 times leverage, and the opening total net leverage covenant was changed to 7.5 times from 8 times.

In addition, the company increased pricing on its $370 million privately placed second-lien term loan to Libor plus 950 bps from Libor plus 875 bps and widened the original issue discount to 97.25 from 99.

As before, the first-and second-lien term loans have a 1% Libor floor.

Cision buying PR Newswire

Proceeds from Cision’s term loans will be used to fund the acquisition of PR Newswire from UBM plc for $841 million, comprised of $810 million in cash and $31 million in preferred equity.

Recommitments were due at the close of business on Monday and allocations are expected on Tuesday, the source added.

Deutsche Bank Securities Inc., Barclays and RBC Capital Markets are leading the debt.

Closing is subject to approval by UBM shareholders and regulatory approvals.

Cision, a GTCR portfolio company, is a Chicago-based media intelligence company. PR Newswire is a New York-based PR and investor relations communications company.

Nexeo flexes lower

Nexeo Solutions trimmed pricing on its $630 million seven-year covenant-light term loan B (B3/B) to Libor plus 425 bps from Libor plus 450 bps, revised the original issue discount to 99.5 from 99 and removed the MFN sunset, a market source remarked.

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

Commitments were due at 5 p.m. ET on Monday, moved up from Tuesday, the source added.

The company’s $1,205,000,000 credit facility also includes a $575 million ABL facility.

Bank of America Merrill Lynch, Jefferies Finance LLC and Deutsche Bank Securities Inc. are leading the deal.

Nexeo being acquired

Proceeds from Nexeo’s credit facility will be used to refinance its existing debt in support of its acquisition by WL Ross Holdings Corp. from TPG for up to 35 million shares of WL Ross Holdings common stock plus $1,296,000,000 in cash and assumed net debt. The total consideration is $1,646,000,000, assuming a $10.00 per share valuation for the shares of common stock.

With the transaction, TPG will roll over a substantial portion of its existing equity and retain about 35% ownership, and WL Ross Holdings will change its name to Nexeo Solutions Inc.

Pro forma leverage is 3.8 times.

Closing is expected in early June, subject to regulatory approvals and WL Ross Holdings stockholder approval.

Nexeo is a Houston-based distributor of chemicals and plastics and provider of environmental services.

MultiPlan talk surfaces

Also in the primary market, MultiPlan held its bank meeting on Monday, launching its $3.27 billion seven-year covenant-light term loan B with talk of Libor plus 400 bps to 425 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, a market said.

The company’s $3.37 billion credit facility also includes a $100 million five-year revolver.

Commitments are due at 5 p.m. ET on May 26, the source said.

Barclays, Goldman Sachs & Co., Bank of America Merrill Lynch, Citigroup Global Markets Inc. and UBS Investment Bank are leading the deal that will be used to help fund the buyout of the company by Hellman & Friedman from Starr Investment Holdings LLC and Partners Group.

With the transaction, Starr and Partners Group will retain minority investments in the company, and GIC, Singapore’s Sovereign Wealth Fund, and Leonard Green & Partners will invest alongside Hellman & Friedman.

Senior secured leverage is 5 times, and total leverage is 7 times, the source added.

MultiPlan is a New York-based provider of health care cost management solutions.

Cypress reveals guidance

Cypress Semiconductor came out with talk of Libor plus 500 bps with a 1% Libor floor, an original issue discount of 98 to 99 and 101 soft call protection for six months on its $700 million seven-year term loan B (BB-) that launched during the session, according to a market source.

Spread, floor and call protection on the loan were launched in line with what was described in the commitment letter for the debt.

Commitments are due at noon ET on May 25, the source said.

Bank of America Merrill Lynch, Barclays and Credit Suisse Securities (USA) LLC are leading the loan that will be used to fund the acquisition of Broadcom Corp.’s Wireless Internet of Things business and related assets in an all-cash transaction valued at $550 million.

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

Cypress is a San Jose, Calif.-based manufacturer of mixed-signal integrated circuits.

U.S. Farathane comes to market

U.S. Farathane held a lender call in the afternoon to launch a fungible $80 million incremental term loan B due Dec. 23, 2021 talked at Libor plus 475 bps with a 1% Libor floor and an original issue discount of 99, according to a market source.

With the incremental loan, the company is lowering pricing on its existing $474.5 million term loan B due Dec. 23, 2021 to Libor plus 475 bps with a 1% Libor floor from Libor plus 575 bps with a 1% Libor floor and adjusting the maximum total leverage ratio to provide a roughly 30% cushion pro forma for the proposed incremental loan, the source said.

Commitments are due by 5 p.m. ET on Thursday.

Bank of America Merrill Lynch, Barclays and Morgan Stanley Senior Funding Inc. are leading the deal, which in addition to repricing/refinancing the existing term B, will be used to make a distribution to equity holders.

U.S. Farathane is an Auburn Hills, Mich.-based manufacturer of single-shot and multi-shot injection molded, compression molded and extruded components and assemblies, primarily for use in lightweight vehicles.

CIBT Holdings launches

CIBT Holdings launched into syndication on Monday afternoon $327 million senior credit facility, split between a $20 million five-year revolver, a $20 million equivalent GBP six-year term loan, a $20 million equivalent euro six-year term loan, a $40 million 18-month delayed-draw, six-year final maturity, term loan and a $227 million six-year term loan, a market source remarked.

Talk on the term loans is Libor plus 550 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, and the delayed-draw term loan has a 1% unused fee during the delayed-draw period, the source continued.

Commitments are due on June 1, with closing targeted for June 10.

Antares Capital is leading the deal that will be used to refinance existing debt and fund add-on acquisitions.

CIBT, an ABRY Partners portfolio company, is a McLean, Va.-based provider of travel document processing services.

AdvancePierre readies deal

AdvancePierre Foods scheduled a bank meeting for 10 a.m. ET in New York on Wednesday to launch a new $1.1 billion senior secured first-lien term loan and an amended $200 million second-lien term loan, according to a market source.

Morgan Stanley Senior Funding Inc. is the left lead arranger on the deal that will be used to help refinance existing debt and for general corporate purposes.

AdvancePierre is a Cincinnati-based supplier of value-added proteins and sandwich products to foodservice, retail, schools and convenience channels.

Allnex joins calendar

Allnex emerged with plans to hold a bank meeting in London on Wednesday and a bank meeting at 11 a.m. ET in New York on Thursday to launch €760 million and $575 million of covenant-light first-lien seven-year term loan B debt, a market source remarked.

Commitments are due on June 2, the source said.

Morgan Stanley Senior Funding Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co., Barclays and ING are leading the deal that will be used with cash on the balance sheet to fund the acquisition of Nuplex Industries Ltd., a manufacturer of resins used in paints, coatings and structural materials, for NZ$5.43 cash per share, to refinance existing debt at both companies and to pay related fees and expenses.

Closing is subject to certain customary conditions including regulatory and shareholder approvals.

Allnex is a Belgium-based supplier of resins and additives for architectural, industrial, protective, automotive and special purpose coatings and inks.

CHG sets launch

CHG Healthcare Services scheduled a bank meeting for 10 a.m. ET on Thursday to launch a $990 million term loan B, a market source said.

Goldman Sachs & Co. is the left lead bank on the deal that will be used with $300 million of privately placed second-lien notes to refinance existing debt and fund a dividend.

CHG is a Salt Lake City-based health care staffing firm.

Learfield on deck

Learfield Communications set a lender call for 9:30 a.m. ET on Tuesday to launch a $50 million incremental first-lien covenant-light term loan (B) due October 2020, according to a market source.

The add-on term loan is priced at Libor plus 350 bps with a 25 bps step-up at more than 4 times first-lien leverage and a 1% Libor floor, the source said, adding that original issue discount talk is not yet available.

Commitments are due at noon ET on Wednesday.

Deutsche Bank Securities Inc. and Antares Capital are leading the deal that will be used to repay second-lien term loan debt.

Learfield is a Jefferson City, Mo.-based provider of collegiate sports multimedia rights administration and marketing services.

Electrical Components plans call

Electrical Components will hold a lender call at 10 a.m. ET on Tuesday to launch a fungible $40 million incremental term loan B due May 2021, according to a market source.

The incremental term loan is priced at Libor plus 475 bps with a 1% Libor floor, in line with the existing term loan, and the original issue discount is still to be determined, the source said.

Bank of America Merrill Lynch is leading the deal that will be used to fund the acquisition of Whitepath Fab Tech Inc., an Ellijay, Ga.-based supplier of control boxes, wire harnesses and value added assembly services to the HVAC industry.

Closing is expected this month.

Electrical Components, a portfolio company of KPS Capital Partners LP, is a St. Louis-based manufacturer of wire harnesses and provider of value-added assembly services for the home appliance industry.

Vencore coming soon

Vencore scheduled a bank meeting for 2:30 p.m. ET on Wednesday to launch add-on first-and second-lien term loans, a market source said, adding that sizes on the loans are not yet available.

UBS Investment Bank is leading the deal that will be used to refinance mezzanine debt and to fund a dividend.

Vencore, formerly known as The SI Organization Inc., is a Chantilly, Va.-based provider of information solutions, engineering and analysis to the U.S. Intelligence Community, Department of Defense and Federal/Civilian Agencies.

BWICs announced

Moving to the secondary market, a $275 million Bid Wanted In Competition surfaced, with bids due at 11 a.m. ET on Tuesday, and a $59 million BWIC was announced, with bids due at 1 p.m. ET on Tuesday, according to traders.

The $275 million BWIC is made up of about 179 issuers, including American Airlines Inc., Deltek Inc., First Data Corp., HCA Inc., Pinnacle Foods Finance LLC, Realogy Corp., SuperValu Inc., Valeant Pharmaceuticals International Inc. and Ziggo BV.

Some of the names in the $59 million portfolio are Altice US Finance, Federal-Mogul Corp., Harland Clarke Holdings Corp., Laureate Education Inc., Tamarack Resort LLC, Texas Competitive Electric Holdings and Zuffa LLC. There are about 40 issuers in the portfolio, traders added.

Cable & Wireless closes

In other news, the acquisition of Cable & Wireless Communications plc (Sable International Finance Ltd.) by Liberty Global plc in a transaction valued at about $7.4 billion on an enterprise value basis has been completed, according to a news release.

As part of the transaction, Cable & Wireless Communications got $800 million of seven-year covenant-light term loan B debt (Ba2/BB-), split between a $440 million term loan B-1 and a $360 million term loan B-2, both priced at Libor plus 475 bps with a 0.75% Libor floor, and sold at an original issue discount of 98. The debt has 101 soft call protection for one year.

During syndication, pricing on the B-1 and B-2 loans was lifted from talk of Libor plus 400 bps to 425 bps, the discount widened from 99, and the call protection was extended from six months.

Cable & Wireless leads

Bank of America Merrill Lynch, Goldman Sachs Bank USA and Scotiabank were the joint global coordinators on Cable & Wireless’ deal and bookrunners with BNP Paribas Securities Corp., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, ING and RBC Capital Markets LLC. Scotiabank is the administrative agent.

Proceeds from the term loan B-1 were used to refinance $400 million of 8¾% senior secured notes due 2020, and the term loan B-2 will be used to fund a $360 million special dividend payable to Cable & Wireless shareholders.

Cable & Wireless is a London-based telecommunications company. Liberty Global is a London-based cable company.

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