Terex, A Wireless break; Nature’s Bounty, Staples, Novolex, Gardner Denver, Engine updated

By Sara Rosenberg

New York, Aug. 14 – Terex Corp.’s term loan made its way into the secondary market on Monday above its issue price, and A Wireless’ incremental term loan freed up for trading following an upsizing.

Also, Nature’s Bounty Co. (Alphabet Holding Co. Inc.) moved some funds between its first-and second-lien term loans and updated pricing, and Staples Inc. lifted the size of its term loan for a second time and modified spread and original issue discount talk.

In addition, Novolex (Flex Acquisition Co. Inc.) set pricing on its term loan at the high end of talk, and Gardner Denver Inc. modified the issue price on its U.S. and euro term loans and reduced the spread on the euro tranche.

Furthermore, Engine Group raised pricing on its first-and second-lien term loans, widened the discount on the second-lien tranche and sweetened the call protection on the first-lien loan, and Grosvenor Capital Management accelerated the commitment deadline on its add-on term loan.

Terex frees up

Terex’s $399 million covenant-light first-lien term loan (Ba1/BBB-) due Jan. 31, 2024 began trading on Monday, with levels quoted at par 1/8 bid, par ½ offered, according to a market source.

Pricing on the term loan is Libor plus 225 basis points with a step-down to Libor plus 200 bps at corporate family ratings of Ba3/BB- and a 0.75% Libor floor. The debt has 101 soft call protection for six months and was issued at par.

Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc. are leading the deal that will be used to reprice an existing term loan from Libor plus 250 bps with a 0.75% Libor floor.

Current corporate family ratings are B1/BB.

Terex is a Westport, Conn.-based lifting and material handling solutions company.

A Wireless upsizes, trades

A Wireless lifted its incremental term loan size to $60 million from $50 million, according to a market source.

Pricing on the loan is Libor plus 600 bps with a 1% Libor floor, in line with existing term loan pricing, and the new debt is offered at par.

With final terms in place, the loan hit the secondary market and levels were quoted at par ½ bid, 101¼ offered, the source added.

UBS Investment Bank and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to fund a dividend.

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

Genoa rises

Also in trading, Genoa, A QoL Healthcare Co. LLC’s $615 million first-lien term loan (B1/B) due Oct. 28, 2023 was quoted at par ½ bid, 101 offered, up from the par ¼ bid, par ¾ offered levels that were seen when it broke for trading on Friday, a market source said.

Pricing on the loan is Libor plus 325 bps with a 1% Libor floor and it was issued at par. The debt has 101 soft call protection for six months.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to reprice an existing term loan from Libor plus 375 bps with a 1% Libor floor.

Genoa is a Tukwila, Wash.-based provider of mental health pharmacy services.

Nature’s Bounty restructures

Back in the primary market, Nature’s Bounty increased its seven-year covenant-light first-lien term loan to $1.5 billion from $1.4 billion and set pricing at Libor plus 350 bps, the low end of the Libor plus 350 bps to 375 bps talk, according to a market source.

In addition, the company decreased its eight-year covenant-light second-lien term loan to $400 million from $500 million and firmed the spread at Libor plus 775 bps, the high end of the Libor plus 750 bps to 775 bps talk, the source said.

The first-lien term loan still has a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, and the second-lien term loan still has a 0% Libor floor, a discount of 99 and call protection of 102 in year one and 101 in year two.

Commitments were due at 5 p.m. ET on Monday, the source added.

The company’s $2.25 billion of credit facilities also include a $350 million ABL revolver.

Nature’s Bounty lead banks

Credit Suisse Securities (USA) LLC, Jefferies LLC, Morgan Stanley Senior Funding Inc., RBC Capital Markets, HSBC Securities (USA) Inc., Mizuho, Macquarie Capital (USA) Inc. and KKR Capital Markets are leading Nature’s Bounty’s credit facilities.

The new debt will be used with equity to fund the buyout of the company by KKR from the Carlyle Group. Carlyle will retain a significant stake in the company.

Closing is expected by the end of the year, subject to regulatory approvals and other customary conditions.

Nature’s Bounty is a Ronkonkoma, N.Y.-based manufacturer, marketer and distributor of health and wellness products.

Staples revised

Staples upsized its seven-year first-lien term loan (B1/B+) to $2.9 billion from a revised size of $2.7 billion and an initial amount of $2.4 billion, changed price talk to a range of Libor plus 375 bps to 400 bps from Libor plus 425 bps and adjusted the original issue discount to 99.75 from 99.5, a market source remarked.

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

With the term loan upsizing, the company downsized its bond offering to $1 billion from a revised amount of $1.3 billion and an initial amount of $1.6 billion.

UBS Investment Bank, Bank of America Merrill Lynch, Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC, RBC Capital Markets, Jefferies LLC, Fifth Third Bank, Goldman Sachs Bank USA, Citigroup Global Markets Inc., KKR Capital Markets and Natixis are leading the loan.

Commitments were due by the end of the day on Monday, the source added.

Staples being acquired

Proceeds from Staples term loan and bonds will be used to help fund its buyout by Sycamore Partners for $10.25 in cash per share of common stock. The transaction is valued at about $6.9 billion.

The company is also getting a $1.2 billion ABL facility for which Wells Fargo is the left lead.

With the acquisition, there will be an internal reorganization under which the U.S. retail, Canadian retail, and North American delivery business will be separated into stand-alone entities. The debt financing is for the North American delivery business.

Closing on the buyout is expected no later than December, subject to customary conditions, including the receipt of regulatory and stockholder approval. The transaction is not subject to a financing condition.

Staples is a Framingham, Mass.-based retailer of office supplies.

Novolex updated

Novolex firmed pricing on its $1,571,000,000 covenant-light term loan B due December 2023 at Libor plus 300 bps, the high end of the Libor plus 275 bps to 300 bps talk, according to a market source.

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

Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC, Morgan Stanley Senior Funding Inc. and Jefferies LLC are leading the deal that will be used to reprice an existing term loan down from Libor plus 325 bps with a 1% Libor floor.

Novolex, a Carlyle portfolio company, is a Hartsville, S.C.-based packaging company.

Gardner changes emerge

Gardner Denver revised the issue price on its $1,243,000,000 term loan (B2/B+) due July 2024 and €660 million term loan (B2/B+) due July 2024 to par from talk of 99.75, and trimmed pricing on the euro loan to Euribor plus 300 bps from Euribor plus 350 bps, a market source remarked.

The euro term loan still has a 0% floor, pricing on the U.S. term loan is still Libor plus 275 bps with a 0% Libor floor, and both term loans still have 101 soft call protection for six months.

U.S. commitments/recommitments were scheduled to be due at 5 p.m. ET on Monday and euro commitments/recommitments are due by noon London time on Tuesday, the source added.

UBS Investment Bank and KKR Capital Markets are leading the deal that will be used to extend from 2020 existing term loans and reprice the debt from Libor plus 325 bps with a 1% Libor floor and Euribor plus 375 bps with a 1% floor. As part of this transaction, the company is getting €275 million of additional euro term loan borrowings and using those proceeds to pay down the existing U.S. term loan, resulting in the pro forma sizes of $1,243,000,000 and €660 million.

Gardner Denver is a Milwaukee, Wis.-based provider of mission-critical flow control and compression equipment and associated aftermarket parts, consumables and services.

Engine modifies terms

Engine Group flexed pricing on its $197 million five-year first-lien term loan to Libor plus 475 bps from talk of Libor plus 425 bps to 450 bps, revised the call protection to a 101 hard call for 12 months from a 101 soft call for six months and increased amortization to 5% per annum from 2.5% in years one and two and 5% thereafter, according to a market source.

The first-lien term loan still has a 1% Libor floor and an original issue discount of 99.

Regarding the $45 million six-year second-lien term loan, pricing was increased to Libor plus 875 bps from talk of Libor plus 825 bps to 850 bps and the original issue discount widened to 98 from 98.5, while the 1% Libor floor and call protection of 102 in year one and 101 in year two were unchanged.

Also, the MFN sunset was removed, the equity cure total through tenor was reduced to four from five, a fixed charge covenant was added, joining the already in place total net leverage covenant, the free and clear starter basket under the incremental was reduced to $15 million, and add-backs to EBITDA were limited to run rate cost savings within 12 not 18 months of event occurring, the source said.

The company’s $277 million of credit facilities also include a $35 million five-year revolver.

BNP Paribas Securities Corp. is leading the deal that will be used to refinance existing debt.

Engine Group is a marketing services business owned by Lake Capital.

Grosvenor moves deadline

Grosvenor Capital Management accelerated the commitment deadline on its fungible $75 million add-on first-lien term loan due August 2023 to close of business on Monday from Tuesday, a market source said.

Pricing on the add-on term loan is Libor plus 300 bps with a 1% Libor floor, in line with existing term loan pricing, and it is talked with an original issue discount of 99.5.

Goldman Sachs Bank USA and UBS Investment Bank are leading the deal that will be used to fund a dividend.

Grosvenor Capital is a Chicago-based independent alternative asset management firm.

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