Multiple loans break for trading; Caesars Growth, Asurion, World Kitchen, FLY update deals

By Sara Rosenberg

New York, April 21 – Micro Focus International plc set the issue price on its term loan B-2 at the tight end of revised talk and then the tranche and the company’s new seven-year term loan B debt made their way into the secondary market on Friday.

A number of other deals began trading during the session as well, including Tempo Acquisition LLC, First Data Corp., Varsity Brands Inc., A Wireless (LSF9 Atlantis Holdings LLC), Blucora Inc., Kemet Corp., Rhodia Acetow and Sutherland Global Services Inc.

Also, Nomad Foods Ltd. increased the size of its U.S. term loan B and updated pricing on the tranche, as well as on its euro term loan B, Dynagas LNG Partners (Arctic LNG Carriers Ltd.) finalized the spread on its term loan B at the high end of guidance, and KinderCare (Kuehg Corp.) firmed pricing on its term loan at the wide side of talk, and then these deals broke for trading too.

In more happenings, Caesars Growth Properties Holdings LLC trimmed pricing on its term loan debt, added a step-down and firmed the issue price at the tight side of talk, and Asurion LLC set the spread and issue price on its term loan B-5 at the tight end of guidance.

Additionally, World Kitchen (WKI Holding Co. Inc.) revised spread and original issue discount on its term loan B, FLY Leasing upsized its term loan B, Accuride Corp. accelerated the commitment deadline on its add-on term loan B, Air Medical Group Holdings Inc. released price talk on its loan with launch, and BayMark Health Services Inc. is getting ready to bring a new deal to market.

Micro Focus allocates

Micro Focus allocated its credit facilities on Friday, with the $1,515,000,000 covenant-light term loan B-2 due November 2021 at MA Finance Co. quoted at par ¼ bid, par ½ offered upon breaking, and the strip of $2.6 billion seven-year from escrow funding term loan B at Seattle SpinCo and $385 million seven-year from escrow funding term loan B at MA Finance Co. debt quoted at par 3/8 bid, par 5/8 offered, according to a trader.

Prior to allocating, the issue price on the term loan B-2 finalized at par, the tight end of revised talk of 99.875 to par and in line with initial talk of par, a source remarked.

Pricing on the term loan B-2 is Libor plus 250 basis points with a 0% Libor floor, and pricing on the seven-year U.S. term loans is Libor plus 275 bps with a 0% Libor floor and they were issued at a discount of 99.75.

The company’s $5.5 billion in credit facilities (B1/BB-) also include a €470 million seven-year from escrow funding term loan B at MA Finance Co. priced at Euribor plus 300 bps with a 0% floor and issued at a discount of 99.75, and a $500 million revolver priced at Libor plus 350 bps with a 0% Libor floor.

All of the term loans have 101 soft call protection for six months from the escrow date, and the seven-year term loans have a ticking fee of half the margin from days 31 to 60 and the full margin plus Libor/Euribor as applicable thereafter.

Micro Focus lead banks

J.P. Morgan Securities LLC, Barclays, HSBC, Natwest Markets and Bank of America Merrill Lynch are leading Micro Focus’ credit facilities.

Previously in syndication, the term loan B-2 was upsized from $1,103,000,000 as plans for a $412 million covenant-light term loan C due November 2019 were eliminated, pricing on the U.S. seven-year term loans was reduced from talk of Libor plus 300 bps to 325 bps and the discounts were tightened from 99.5, pricing on the euro term loan firmed at the low end of the Euribor plus 300 bps to 325 bps while the discount was changed from 99.5, the MFN sunset was removed, the MFN carve-out applicable to the $350 million incremental debt of the freebie was eliminated, and it was outlined that a 25 bps step-down on all tranches is subject to senior secured leverage of less than 3 times and can only be applied post-delivery of April 2018 financial statements.

The cancelled term loan C due November 2019 had been talked at Libor plus 225 bps with a 0% Libor floor and a par issue price.

Micro Focus leverage

Micro Focus currently estimates that pro forma senior secured net leverage is 3.3 times, the company disclosed in a news release.

Proceeds from the credit facilities will be used to refinance an existing term loan C priced at Libor plus 375 bps with a 0.75% Libor floor, to amend and reprice an existing term loan B-2 from Libor plus 375 bps with a 0.75% Libor floor, to fund the pre-completion cash payment of $2.5 billion for the acquisition of Hewlett Packard Enterprise’s software business segment (HPE Software), to fund the return value of between $400 million and $500 million to Micro Focus’ shareholders, and for general corporate and working capital purposes.

Micro Focus is a Newbury, England-based enterprise software company. HPE Software is an infrastructure software provider.

Tempo above par

Tempo Acquisition’s $2.67 billion term loan B surfaced in the secondary too, with levels seen at par 1/8 bid, par 3/8 offered, according to a trader.

The term loan is priced at Libor plus 300 bps with a step-down to Libor plus 275 bps at 4.25x first-lien net leverage and a 0% Libor floor. The debt was sold at an original issue discount of 99.5 and includes 101 soft call protection for six months.

On Thursday, the term loan was upsized from $2.44 billion, pricing was decreased from Libor plus 325 bps and the step-down was added.

Bank of America Merrill Lynch, Barclays, Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., Macquarie Capital (USA) Inc., Deutsche Bank Securities Inc., Morgan Stanley Senior Funding Inc., Goldman Sachs Bank USA, RBC Capital Markets and CIBC are leading the deal that will help fund the acquisition of Aon plc’s technology-enabled benefits and human resources platform by Blackstone for up to $4.8 billion, including $4.3 billion at closing and additional consideration of up to $500 million based on future performance.

The company will also use $500 million in bonds, downsized from $730 million with the recent term loan upsizing, and equity to fund the acquisition, which is expected to close by the end of this quarter.

First Data starts trading

First Data’s $4,217,000,000 seven-year first-lien term loan (Ba3/BB) freed to trade as well, with levels quoted at par 1/8 bid, par 3/8 offered, a trader said.

Pricing on the loan is Libor plus 250 bps with no Libor floor, and it was sold at an original issue discount of 99.75. The loan has 101 soft call protection for six months.

Credit Suisse Securities (USA) LLC is the left lead on the deal that will be used to refinance an existing March 2021 term loan C.

First Data is an Atlanta-based provider of payment solutions.

Varsity frees to trade

Varsity Brands’ $999.9 million first-lien term loan due December 2021 began trading, with levels seen at par bid, par ¾ offered, according to a market source.

Pricing on the term loan is Libor plus 350 bps with a 1% Libor floor, and it was issued at par. The debt has 101 soft call protection for six months.

On Thursday, the spread on the term loan was increased from Libor plus 325 bps.

Goldman Sachs Bank USA, Barclays and Jefferies Finance LLC are leading the deal that will be used to reprice an existing term loan from Libor plus 400 bps with a 1% Libor floor.

Varsity Brands is a Memphis, Tenn.-based provider of sports, cheerleading and achievement-related products to schools.

A Wireless breaks

A Wireless’ credit facilities emerged in the secondary market, with the $575 million six-year first-lien term loan (Ba3/B) seen at 99½ bid, par ½ offered, according to a market source.

Pricing on the term loan is Libor plus 600 bps with a 1% Libor floor, and it was sold at an original issue discount of 99. The debt has 101 soft call protection for six months.

On Wednesday, the term loan was upsized from $510 million, the spread was lowered from Libor plus 650 bps, the discount was tightened to from 98.5 and the call protection was shortened from one year.

The company’s $645 million senior secured credit facilities also include a $70 million ABL revolver.

UBS Investment Bank, Goldman Sachs Bank USA, SunTrust Robinson Humphrey Inc. and Jefferies Finance LLC are leading the deal that will be used to refinance existing debt.

A Wireless is an exclusive national authorized retailer for Verizon Wireless with corporate offices in Greenville, N.C., and Eden Prairie, Minn.

Blucora levels surface

Blucora’s credit facilities broke too, with the $375 million seven-year covenant-light first-lien term loan quoted at par bid, par ½ offered, a trader remarked.

Pricing on the term loan is Libor plus 375 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.

On Thursday, pricing on the term loan was trimmed from talk of Libor plus 400 bps to 425 bps.

The company’s $425 million in credit facilities (B1/BB-) also include a $50 million revolver.

Credit Suisse Securities (USA) LLC, KeyBanc Capital Markets and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to refinance an existing first-lien term loan and a convertible note.

Blucora is a Bellevue, Wash.-based technology-enabled financial solutions provider focused on tax preparation and financial advisory services.

Kemet begins trading

Another deal to free up was Kemet’s $345 million senior secured covenant-light term loan B (B3/B), with levels seen at 97½ bid, 98½ offered, according to a trader.

Pricing on the term loan is Libor plus 600 bps with a 1% Libor floor, and it was sold at an original issue discount of 97. The loan has hard call protection of 102 in year one and 101 in year two.

On Thursday, pricing on the term loan was increased from Libor plus 550 bps, the discount widened from 99.5 and the call protection was sweetened from a 101 soft call for six months.

Bank of America Merrill Lynch is leading the deal that will be used to help refinance notes due 2018.

Kemet is a Simpsonville, S.C.-based supplier of electronic components.

Rhodia tops OID

Rhodia Acetow’s €215 million U.S. dollar equivalent six-year covenant-light term loan broke in the afternoon, with levels quoted at 98 5/8 bid, 99 1/8 offered, a trader remarked.

Pricing on the U.S. term loan is Libor plus 550 bps with a 1% Libor floor, and it was issued at 98.

The company’s €630 million-equivalent in credit facilities (B1/B+) also include a €65 million revolver and a €350 million six-year covenant-light term loan.

Pricing on the euro term loan is Euribor plus 475 bps, after firming on Friday at the low end of revised talk of Euribor plus 475 bps to 500 bps and up from initial talk of Euribor plus 450 bps, a source added. This tranche has a 1% floor and was issued at a discount of 99.

Earlier in syndication, the U.S. term loan was downsized from €367 million, pricing was lifted from Libor plus 500 bps and the discount widened from 99, the euro term loan was upsized from €198 million, and the maturities on both term loans were shortened from seven years.

Credit Suisse, Barclays, Deutsche Bank, Goldman Sachs, UBS, RBS and Bank of America Merrill Lynch are leading the deal that will be used to help fund the buyout of the company by Blackstone.

Rhodia is a producer of cellulose acetate flakes and acetate tow.

Sutherland frees up

Sutherland’s fungible $50 million incremental first-lien term loan due April 2021 also began trading, with levels seen at 97 bid, 98 offered, a trader said.

Pricing on the loan is Libor plus 537.5 bps with a 1% Libor floor, and it was sold at an original issue discount of 97. The debt has 101 soft call protection for one year.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to repay revolver borrowings.

Sutherland is a Rochester, N.Y.-based provider of business process and technology management services.

Nomad revised

Nomad Foods raised its U.S. seven-year covenant-light first-lien term loan B to $610 million (€570 million equivalent) from $510 million (€470 million equivalent), set pricing at Libor plus 275 bps, the low end of the Libor plus 275 bps to 300 bps talk, and moved the original issue discount to 99.75 from 99.5, according to a market source.

Furthermore, pricing on the company’s €500 million seven-year covenant-light term loan B firmed at Euribor plus 300 bps, the low end of the Euribor plus 300 bps to 325 bps talk, and the issue price was set at par, the tight end of the 99.75 to par talk, the source said.

Both term loans still have a 0% floor and 101 soft call protection for six months.

The company’s now €1.15 billion-equivalent in senior secured credit facilities (B1/BB-) also include an €80 million six-year revolver.

Recommitments were due at 10:30 a.m. ET on Friday.

Nomad hits secondary

With final terms in place, Nomad Foods’ debt broke for trading, with the U.S. term loan B quoted at par bid, 101 offered, another source added.

Goldman Sachs and UBS are the global coordinators on the U.S. loan and bookrunners with Credit Suisse and Deutsche Bank. Credit Suisse and Deutsche Bank are the physical bookrunners on the euro loan and bookrunners with Goldman Sachs and UBS. Credit Suisse is the administrative agent.

Proceeds will be used with €400 million in senior secured notes, downsized from €500 million with the U.S. term loan B upsizing, to refinance in full existing euro and sterling denominated term loans and floating-rate senior secured notes due 2020, and to pay related fees and expenses.

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

Dynagas updated, breaks

Dynagas LNG Partners set pricing on its $480 million six-year first-lien term loan B (B1/BB-) at Libor plus 450 bps, the wide end of the Libor plus 425 bps to 450 bps talk, and left the 1% Libor floor, original issue discount of 99 and 101 soft call protection for one year unchanged, a market source remarked.

The loan then freed up for trading on Friday, with levels seen at 99½ bid, par offered, a trader added.

Credit Suisse Securities (USA) LLC and Barclays are leading the deal that will be used to refinance existing bank facilities.

Dynagas is a Monaco-based master limited partnership formed by Dynagas Holding Ltd. that owns six liquefied natural gas carriers employed on multi-year charters.

KinderCare sets spread, trades

KinderCare finalized pricing on its $884 million first-lien term loan (B1/B) due Aug. 13, 2022 at Libor plus 375 bps, the high end of the Libor plus 350 bps to 375 bps talk, a market source said.

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

With final terms set, the term loan broke for trading during the session, and levels were quoted at par ¼ bid, par 5/8 offered, a trader added.

Credit Suisse Securities (USA) LLC is the left lead on the deal that will be used to reprice an existing term loan from Libor plus 425 bps with a 1% Libor floor.

KinderCare, formerly known as Knowledge Universe, is a Portland, Ore.-based provider of early childhood care and education services.

Caesars Growth changes emerge

Caesars Growth Properties lowered pricing on its $175 million incremental first-lien term loan due May 2021 and repricing of its $1,143,000,000 term loan due May 2021 to Libor plus 300 bps from Libor plus 325 bps, added a 25 bps leverage-based step-down and set the issue price at par, the tight end of the 99.75 to par talk, according to a market source.

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

Recommitments were due at 1 p.m. ET on Friday, the source said.

Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Deutsche Bank Securities Inc. are leading the deal.

The incremental loan will be used to refinance the Cromwell term loan and the repricing will take the existing term loan down from Libor plus 525 bps with a 1% Libor floor.

Caesars Growth is a Las Vegas-based casino properties owner.

Asurion finalizes pricing

Asurion firmed the spread on its $1,372,000,000 term loan B-5 (Ba3) at Libor plus 300 bps, the low end of the Libor plus 300 bps to 325 bps talk, and set the issue price at par, the tight end of the 99.875 to par talk, a market source said.

The term loan still has a 0% Libor floor and 101 soft call protection for six months.

Bank of America Merrill Lynch, Morgan Stanley Senior Funding Inc., Barclays, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and Goldman Sachs Bank USA are leading the deal that will be used to reprice an existing term loan.

Asurion is a Nashville-based provider of technology protection services.

World Kitchen modified

World Kitchen cut pricing on its $200 million senior secured seven-year first-lien term loan B (B1/BB-) to Libor plus 400 bps from talk of Libor plus 450 bps to 475 bps and changed the original issue discount to 99.5 from 99, according to a market source.

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

Commitments are due at noon ET on Monday with allocations expected thereafter, the source said.

Citigroup Global Markets Inc. and BMO Capital Markets are leading the deal that will be used to help fund the buyout of the company by Cornell Capital LLC.

Closing is expected on May 1.

World Kitchen is a Rosemont, Ill.-based manufacturer and marketer of housewares.

FLY upsizes loan

FLY Leasing lifted its term loan B due February 2023 to $448 million from $398 million, a market source remarked.

Talk on the loan is still Libor plus 225 bps with no Libor floor, a par issue price and 101 soft call protection for six months.

Commitments are due at 5 p.m. ET on Tuesday, changed from an original deadline of noon ET on Monday, the source added.

RBC Capital Markets is the left lead arranger on the deal that will be used to extend an existing term loan from February 2022 and reprice the debt from Libor plus 275 bps with a 0.75% Libor floor, and, due to the upsizing, to purchase additional aircraft.

FLY is a Dublin-based aircraft lessor.

Accuride moves deadline

Accuride accelerated the commitment deadline on its fungible $50 million add-on term loan B to 5 p.m. ET on Monday from Wednesday, a market source said.

The add-on loan is talked at Libor plus 700 bps with a 1% Libor floor and an original issue discount of 99.

RBC Capital Markets is leading the deal that will be used with additional sponsor equity to fund an acquisition.

Accuride is an Evansville, Ind.-based supplier of components to the commercial vehicle industries.

Air Medical reveals talk

Also on the primary front, Air Medical Group held its lenders’ meeting on Friday, launching its fungible $750 million add-on covenant-light first-lien term loan B due April 28, 2022 at talk of Libor plus 350 bps with a 1% Libor floor and an original issue discount of 99 to 99.5, according to a market source.

The add-on and the company’s existing term loan B will get 101 soft call protection for six months, the source said, adding that the call protection will not apply to the existing term loan B-1.

Commitments are due at 5 p.m. ET on May 3.

Morgan Stanley Senior Funding Inc., KKR Capital Markets LLC, Jefferies Finance LLC, Nomura Securities International Inc. and Wells Fargo Securities LLC are leading the deal that will be used to fund the acquisition of Air Medical Resource Group, a South Jordan, Utah-based provider of air medical services, management, and experience in the air medical industry.

Air Medical is a Lewisville, Texas-based provider of air ambulance services.

BayMark on deck

BayMark Health Services set a bank meeting for Tuesday to launch $213 million in credit facilities, a market source remarked.

The facilities include a $20 million five-year revolver, a $133 million six-year term loan B and a $60 million delayed-draw six-year term loan, the source said.

Capital One is the left lead on the deal that will be used to refinance existing debt and the delayed-draw term loan will be used for acquisition financing.

BayMark, a Webster Capital portfolio company, is a Lewisville, Texas-based behavioral health provider specializing in opioid treatment services.

Air Methods closes

In other news, the buyout of Air Methods Corp. by American Securities LLC has been completed, according to a news release.

To help fund the transaction, Air Methods got $1.375 billion in senior secured credit facilities (B1/B+) split between a $125 million five-year revolver and a $1.25 billion seven-year first-lien term loan B.

Pricing on the term loan B is Libor plus 350 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.

During syndication, the term loan B was upsized from $1.07 billion as the company’s secured aircraft financing and senior notes offering were downsized, pricing was cut from Libor plus 375 bps, the discount was changed from 99 and the 50 bps MFN was set for life.

RBC Capital Markets, Morgan Stanley Senior Funding Inc., Barclays, Citigroup Global Markets and Jefferies Finance LLC led the deal.

Air Methods is an Englewood, Colo.-based provider of air medical transportation and air tourism.

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