System One revises add-on loan issue price; Proofpoint price talk surfaces; calendar builds

By Sara Rosenberg

New York, June 1 – In the primary market on Tuesday, System One Holdings LLC tightened the issue price on its add-on term loan B, Proofpoint Inc. announced price talk on its first-lien term loan with launch, and Protective Industrial Products Inc. released the commitment deadline for its incremental term loan B.

Also, Heartland Dental LLC, Paysafe, EverCommerce Inc., Interior Logic Group, Dole plc, Core & Main Inc. and ERM joined this week’s new-issue calendar.

System One tweaked

System One modified the issue price on its fungible $30 million add-on term loan B to par from 99.75, according to a market source.

The add-on term loan is priced at Libor plus 450 basis points with a 0.75% Libor floor and has 101 soft call protection through Sept. 2.

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

Truist Securities is leading the deal that will be used for acquisition financing.

System One is a Pittsburgh-based provider of specialized workforce solutions and integrated services.

Proofpoint sets guidance

Proofpoint held its lender call on Tuesday and disclosed talk on its $2.6 billion seven-year first-lien term loan B (B-) at Libor plus 350 bps to 375 bps with a 0.5% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, according to a market source.

The first-lien term loan also has a ticking fee of half the margin from days 61 to 90 and the full margin thereafter.

Commitments are due on June 15, the source added.

The company is getting an $800 million privately placed second-lien term loan as well.

Goldman Sachs Bank USA, Macquarie Capital (USA) Inc., BofA Securities Inc., RBC Capital Markets, Barclays, HSBC Securities (USA) Inc., Jefferies LLC, UBS Investment Bank, Antares Capital, Ares, BMO Capital Markets, Golub, Mizuho, KKR Capital Markets, Stone Point and Thoma Bravo Credit are leading the deal that will help fund the buyout of the company by Thoma Bravo for $176.00 per share in a transaction valued at $12.3 billion.

Closing is expected in the third quarter, subject to customary conditions, including approval by Proofpoint shareholders and receipt of regulatory approvals.

Proofpoint is a Sunnyvale, Calif.-based cybersecurity and compliance company.

Protective Industrial timing

Protective Industrial Products held its call at 1 p.m. ET to launch its fungible $135 million incremental term loan B, and is asking investors for commitments by 5 p.m. ET on Monday, a market source remarked.

As previously reported, pricing on the incremental term loan is Libor plus 400 bps with a 0.75% Libor floor, in line with pricing on the company’s existing term loan B, and the new debt is talked with an original issue discount in the range of 99.5 to 99.75.

The incremental term loan and the existing term loan are getting 101 soft call protection for six months.

Antares Capital, Citizens Bank and Bank of Ireland are leading the deal that will be used to fund an acquisition.

Pro forma for the transaction, the term loan B will total $570 million.

Protective Industrial Products is a Latham, N.Y.-based provider of personal protective equipment and industrial safety products.

Heartland readies loan

Heartland Dental set a lender call for Wednesday to launch a $660 million incremental first-lien term loan due April 30, 2025, according to a market source.

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

Jefferies LLC, KKR Capital Markets LLC, TD Securities (USA) LLC, BMO Capital Markets and Macquarie Capital (USA) Inc. are leading the deal that will be used to fund the acquisition of American Dental Partners Inc.

Closing is expected this quarter, subject to customary conditions.

Heartland Dental is an Effingham, Ill.-based dental support organization. American Dental is a Wakefield, Mass.-based dental support organization.

Paysafe joins calendar

Paysafe scheduled a lender call for 11 a.m. ET on Wednesday to launch a $1,026,700,000 equivalent U.S. and euro seven-year term loan B, a market source said.

Talk on the U.S. term loan is Libor plus 300 bps to 325 bps with a 0.5% Libor floor and an original issue discount of 99.5, and talk on the euro term loan is Euribor plus 300 bps to 325 bps with a 0% floor and a discount of 99.5, the source continued. Both tranches have 101 soft call protection for six months.

Commitments are due at 5 p.m. ET on June 9, the source added.

JPMorgan Chase Bank and Credit Suisse are leading the deal that will be used to help refinance existing credit facilities.

Paysafe is a London-based specialized payments platform.

EverCommerce on deck

EverCommerce will hold a lender call at 11 a.m. ET on Wednesday to launch a $300 million seven-year term loan, according to a market source.

KKR Capital Markets and RBC Capital Markets are leading the deal that will be used for a recapitalization in connection with the company’s initial public offering of common stock.

EverCommerce is a Denver-based service commerce platform.

Interior Logic coming soon

Interior Logic set a lender call for 1 p.m. ET on Wednesday to launch a $230 million add-on term loan B due 2028, a market source remarked.

Citigroup Global Markets Inc. is leading the deal.

Interior Logic is an Irvine, Calif.-based provider of interior design, supply chain and installation management solutions to single-family homebuilders.

Dole plans call

Dole emerged with plans to hold a lender call on Wednesday to launch a $540 million term loan B due 2028, according to a market source.

BofA Securities Inc., Rabobank and Goldman Sachs Bank USA are leading the deal.

The company’s $1.44 billion of credit facilities (BB+) also include a $600 million revolver due 2026 and a $300 million term loan A due 2026, the source said.

The new debt will be used to help fund the merger of Dole Food Co. Inc. and Total Produce plc to create Dole plc and refinance existing debt at the companies.

Through the merger, Total Produce shareholders will receive 82.5% of Dole plc shares and Castle & Cooke Inc. shareholders, which own a 55% interest in Dole’s parent company, will receive 17.5% of Dole plc shares.

Closing is subject to approval by Total Produce shareholders, regulatory approvals, market conditions and customary conditions.

Dole is a Dublin, Ireland-based fresh produce company.

Core & Main on deck

Core & Main scheduled a lender call for 11 a.m. ET on Wednesday to launch a $1.5 billion seven-year term loan (Ba3/B+) talked at Libor plus 275 bps with a 0% Libor floor, an original issue discount of 99.5 to 99.75 and 101 soft call protection for six months, a market source said.

Commitments are due at 5 p.m. ET on June 9, the source added.

JPMorgan Chase Bank is leading the deal that will be used with cash on hand and an initial public offering of common stock to redeem $300 million of senior PIK toggle notes, to redeem $750 million of senior notes, to repay a roughly $1.261 billion senior term loan and for general corporate purposes.

Core & Main is a St. Louis-based distributor of water, wastewater, storm drainage and fire protection products, and related services.

ERM readies deal

ERM set a lender call for 10 a.m. ET on Wednesday to launch a $75 million equivalent incremental term loan that can be denominated in U.S. dollars or euros, and an amendment and extension of its existing first-lien term loans, according to a market source.

The company is looking to extend its $500 million first-lien term loan by two years to 2028 and its €180 million first-lien term loan by two years to 2028, the source said.

KKR Capital Markets, BofA Securities Inc., Citigroup Global Markets Inc., HSBC Securities, ING, JPMorgan Chase Bank and SMBC are leading the deal.

The incremental term loan will be used to repay some second-lien term loan borrowings.

ERM is a pure play sustainability consultancy.

Smart Start wraps

In other news, Smart Start Inc. completed syndication of its fungible $40 million incremental first-lien term loan (B2/B-) at initial talk of an original issue discount of 99.5, a market source remarked.

Pricing on the incremental first-lien term loan is Libor plus 475 bps with a 1% Libor floor, in line with existing term loan pricing.

Allocations went out on Friday, the source added.

The company is also getting a $115 million privately placed second-lien term loan (CCC).

BNP Paribas Securities Corp. is leading the deal that will be used to fund a dividend.

Smart Start is a Grapevine, Tex.-based provider of ignition interlocks and portable devices for alcohol monitoring.

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