Loan funds see $85 million Tuesday inflows; Brand Energy $2.825 billion starts Monday

By Paul A. Harris

Portland, Ore., May 31 – The dedicated bank loan funds saw $85 million of inflows on Tuesday, the most recent session for which data was available at press time, a buyside source said.

Of the $85 million of Tuesday inflows to the loan funds, $34 million flowed into bank loan ETFs, the source added.

In the primary market Brand Energy & Infrastructure Services set a Monday bank meeting for its $2,825,000,000 term loan

Brand Energy meeting Monday

Brand Energy set a bank meeting at 11 a.m. ET on Monday for a $2,825,000,000 term loan, according to a market source.

Registration begins at 10:45 a.m. ET.

Goldman Sachs, Barclays, ING Capital, Natixis, Credit Agricole CIB and SG CIB are the bookrunners.

The $3,325,000,000 senior secured credit facility also features a $500 million revolver.

Proceeds will be used to help fund the acquisition of Safway Group from Odyssey Investment Partners.

Brand Energy, a portfolio company of Clayton, Dubilier & Rice, is a Kennesaw, Ga.-based provider of specialized services to energy, industrial and infrastructure customers. Safway is a Waukesha, Wis.-based provider of scaffolding and motorized aerial access solutions and insulation and coating services to commercial, industrial and infrastructure customers.

American Airlines repricing

American Airlines Inc. launched a $735 million repricing of its term loan B due Oct. 10, 2021 (Ba1/BB+/BB+) on Wednesday, according to a market source.

The deal is talked with a 200 basis points to 225 bps spread to Libor with a 0% Libor floor at par, with 101 soft call protection until six months after closing.

The deal expected to close on June 14.

Citigroup is the lead arranger and administrative agent.

Barclays, Credit Suisse, Deutsche Bank, Goldman Sachs, JP Morgan, BofA Merrill Lynch, Morgan Stanley, BNP, Credit Agricole, ICBC and US Bancorp are joint lead arrangers.

The borrower is a Fort Worth, Texas-based airline company.

Cinemark repricing

Cinemark plans to launch a repricing of $664 million of its term loan B due May 8, 2022 (existing ratings Ba1/BBB-) on a lender call scheduled to get underway at 9 a.m. ET on Thursday, according to a market source.

Barclays is the administrative agent and bookrunner.

The borrower is a Plano, Texas-based motion picture exhibitor.

Gypsum accelerates timing

Gypsum Management and Supply Inc. (GYP Holdings III Corp.) shortened the time that its $528 million covenant-light first-lien term loan due April 1, 2023 (B3/B+) will be in the market, a source said.

The new commitment deadline is 5 p.m. ET on Thursday, accelerating timing 24 hours from the previous Friday deadline.

As reported the deal is talked at Libor plus 300 basis points to 325 bps with a 1% Libor floor and an original issue discount of 99.75, according to a market source.

The term loan has 101 soft call protection for six months, the source said.

Credit Suisse Securities (USA) LLC is the lead bank on the deal.

Proceeds will be used to reprice an existing $478 million term loan from Libor plus 350 bps with a 1% Libor floor and extend the maturity from 2021, and to repay a portion of the company’s ABL borrowings.

Gypsum Management is a Tucker, Ga.-based distributor of wallboard, acoustical products and other specialty building materials.

Superior Industries sets talk

Superior Industries International Inc. launched a $400 million seven-year senior secured term loan B (B1/B) with a 325 basis points to 350 bps spread to Libor atop a 1% Libor floor at 99.5, according to a market source.

Commitments are due at noon ET on June 9.

The loan features 101 soft call protection for six months and 1% annual amortization and is expected to close during the week of June 12.

Citigroup is the left lead arranger and administrative agent. JP Morgan, Deutsche Bank and RBC are also joint lead arrangers.

The $560 million credit facility also features a $160 million five-year senior secured revolver.

Proceeds will be used to help fund the acquisition of Uniwheels AG for an aggregate equity price of about $715 million.

Other funds for the transaction are expected to come from €240 million in senior unsecured notes and $150 million of preferred equity.

Closing on the acquisition is expected on May 30, subject to customary conditions.

Net debt to adjusted EBITDA will be 3.1 times at the close of the transaction.

Superior Industries is a Southfield, Mich.-based manufacturer of aluminum wheels for passenger cars and light-duty vehicles. Uniwheels is a Germany-based supplier and manufacturer of aluminum wheels for the automotive aftermarket.

HelpSystems lender call

HelpSystems will take part in a conference call with lenders on Thursday, according to a market source.

The network technology and services company is in the market with a $346 million repricing of its first-lien term loan due Oct. 2021 (B2/B+).

The spread and price remain to be determined.

The spread will float atop a 1% Libor floor.

The deal, being led by Credit Suisse, comes with 101 soft call protection for six months.

Atkins sets bank meeting

Atkins Nutritionals Inc. scheduled a bank meeting at 9:30 a.m. ET on Thursday to launch a $200 million seven-year senior secured term loan B, according to a market source.

Barclays is the bookrunner and agent. Goldman Sachs Bank USA is also a bookrunner.

As reported, the term loan is expected to have a 1% Libor floor, 101 soft call protection for six months and amortization of 1% per annum.

Incremental allowance is the sum of the greater of $70 million and 100% of LTM EBITDA plus unlimited amounts up to, in the case of pari-lien debt, 4.25 times first-lien net leverage, in the case of junior-lien debt, 5.25 times secured net leverage, and in the case of unsecured debt, 5.5 times total net leverage.

Mandatory prepayments are from 100% of debt issuances, excluding permitted debt other than refinancing debt, 50% excess cash flow, stepping down to 25% at 4 times first-lien net leverage and 0% at 3 times first-lien net leverage, and 100% of the net cash proceeds from asset sales and casualty insurance and condemnation proceeds, stepping down to 50% at 4 times first-lien net leverage and 0% at 3 times first-lien net leverage, subject to 18-month reinvestment rights.

Commitments for the term loan are expected to be due on June 9.

The company’s $275 million in credit facilities also include a $75 million five-year revolver.

Closing is targeted for the week of June 12.

Proceeds will be used to help fund the combination of Conyers Park Acquisition Corp., a special purpose acquisition company, with Atkins under a new holding company, Simply Good Foods Co.

Under the agreement, the selling shareholders will be paid $628 million in cash and issued about 10 million rollover shares at close.

Other funds for the transaction will come from cash from Conyers.

Pro forma net secured and net leverage are expected to be 2.2 times.

Initially the borrowing entities will be merger subsidiaries. Following the close of the merger the borrowing entities will be NCP-ATK Holdings, Inc., Atkins Nutritional Holdings, Inc., Atkins Nutritional Holdings II, Inc., and Atkins Nutritionals, Inc.

Atkins is a Denver-based developer, marketer and seller of nutritional foods and snacking products.

Medical Solutions launches

Medical Solutions Holdings, Inc. launched $310 million of senior secured credit facilities with price talk on Wednesday, according to a market source.

The deal includes a $35 million five-year revolver talked at Libor plus 450 basis points.

In addition there is a $200 million seven-year first lien term loan (B1/B) talked with a 450 bps spread to Libor atop a 1% Libor floor at 99, with 101 soft call for six months.

The deal also features $75 million eight-year second lien term loan (Caa1/CCC+) talked at an 850 bps spread to Libor atop a 1% Libor floor at 98, with hard calls at 102 in year one, and 101 in year two.

Commitments are due June 9.

UBS Investment Bank is the lead left bookrunner. Morgan Stanley & Co. and SunTrust Robinson Humphrey Inc. are the joint bookrunners.

Proceeds will be used to help fund the buyout of the company by TPG Growth. The company’s current owner, Beecken Petty O’Keefe & Co., will retain an equity stake in Medical Solutions post-close.

Closing is expected this quarter, subject to standard conditions, including regulatory clearance.

Medical Solutions is an Omaha-based provider of health care staffing solutions for hospitals.

TKC lender call

TKC Holdings, Inc. plans to launch $170 million of incremental term loans on a Thursday lender call scheduled to get underway at 10 a.m. ET, according to a market source.

The deal features $115 million of an approximately six-year first lien loan via left lead arranger Jefferies LLC. The deal features reset soft call protection at 101 for six months.

The deal also features $55 million of an approximately seven-year second lien loan via left lead arranger KKR Capital Markets. The second lien deal features reset hard calls at 102 in year one and 101 in year two.

The St. Louis-based provider of commissary, food service and related technology products to the corrections industry plans to use the proceeds to fund a dividend to shareholders.

Rackspace call Thursday

Citigroup has arranged a conference call beginning at 11 a.m. ET on Thursday for prospective new and existing lenders to Rackspace Holding, Inc., according to a market source.

Registration for the call begins at 10:45 a.m.

Additional information will be available via Debt Domain prior to the call.

Rackspace is a San Antonio-based managed cloud company.

Motor Fuel talks £105 million

Motor Fuel Group talks a £105 million add-on term loan B due 2022 with a 475 basis points to 500 bps spread to Libor and a 0% Libor floor, according to a market source.

The spread and floor will also be applied to the existing facility.

The add-on is being offered to new money investors at 99.75, and at 99.875 to investors rolling into the new deal from the existing loan.

Commitments are due on June 14.

Barclays and BNP Paribas are the joint global coordinators, physical bookrunners and lead arrangers. BNP is the agent.

The U.K.-based forecourt operator plans to use the proceeds to fund dividend to shareholders.

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