Pretium, E2open, ProAmpac, Amentum, Highline break; PetSmart, Wrench, Resolute revised

By Sara Rosenberg

New York, Oct. 29 – Pretium Packaging (Pretium Pkg Holdings Inc.) moved some funds between its first-and second-lien term loans, firmed spreads and revised the original issue discount on the first-lien tranche before freeing up for trading on Thursday.

Also, E2open Inc. set the spread on its term loan B at the high end of guidance and changed the step-down, and ProAmpac lifted pricing on its incremental and extended first-lien term loans, and modified the issue price and extension fee, and then these deals broke for trading as well.

In addition, before hitting the secondary market late in the day, Amentum Government Services Holdings LLC increased pricing on its incremental first-lien term loan, widened the original issue discount and extended the call protection, and Highline Aftermarket Acquisition LLC raised the spread on its first-lien term loan and adjusted the issue price.

Furthermore, PetSmart Inc. reduced the size of its term loan B, widened the spread, floor and issue price, sweetened the call protection and shortened the maturity, and Wrench Group LLC upsized its incremental first-lien term loan and tightened the original issue discount.

And, Resolute Investment Managers Inc. reduced the size of its add-on first-lien term loan, and Smyrna Ready Mix Concrete LLC withdrew its term loan from the market.

Pretium reworked, trades

Pretium Packaging lifted its seven-year covenant-lite first-lien term loan to $540 million from $530 million, set pricing at Libor plus 400 basis points, the low end of the Libor plus 400 bps to 425 bps talk, and adjusted the original issue discount to 98.5 from 99, according to a market source.

Also, the company scaled back its eight-year covenant-lite second-lien term loan to $160 million from $170 million and finalized the spread at Libor plus 825 bps, the high end of the Libor plus 800 bps to 825 bps talk.

As before, the first-lien term loan has a 0.75% Libor floor and 101 soft call protection for six months, and the second-lien term loan has a 0.75% Libor floor, a discount of 98.5 and call protection of 102 in year one and 101 in year two.

Recommitments were due at 11 a.m. ET on Thursday and the debt began trading in the afternoon, with the first-lien term loan quoted at 98½ bid, 99¼ offered and the second-lien term loan quoted at 98½ bid, 99½ offered, another source added.

Credit Suisse Securities (USA) LLC and KKR Capital Markets are leading the $700 million of term loans that will be used to refinance existing debt and fund a shareholder distribution.

Pretium is a Chesterfield, Mo.-based designer and manufacturer of rigid plastic packaging solutions.

E2open updated

E2open finalized pricing on its $525 million seven-year first-lien term loan B at Libor plus 350 bps, the high end of the Libor plus 325 bps to 350 bps talk, revised the 25 bps pricing step-down to when first-lien net leverage is less than 3.3x (1x inside closing date first-lien net leverage) from when first-lien net leverage is less than 3.8x (at 0.5x inside closing date first-lien net leverage), and modified documentation, according to a market source.

The term loan still has a 0.5% Libor floor, an original issue discount of 99, 101 soft call protection for six months, and a ticking fee of half the margin from days 46 to 90 and the full margin thereafter.

The company’s $600 million of credit facilities (B2/B) also include a $75 million revolver.

Recommitments were due at 3:30 p.m. ET on Thursday, the source added.

E2open hits secondary

On Thursday afternoon, E2open’s term loan B began trading, with levels quoted at 99 1/8 bid, 99 5/8 offered, another source added.

Goldman Sachs Bank USA, Credit Suisse Securities (USA) LLC, Golub Capital, Jefferies LLC, Deutsche Bank Securities Inc. and Blackstone are leading the deal that is being done in connection with the company’s combination with CC Neuberger Principal Holdings I, a publicly traded special purpose acquisition company formed by CC Capital and Neuberger Berman.

The term loan B and up to $1.13 billion of equity will be used to refinance existing net debt, distribute cash to existing shareholders, place cash on the balance sheet for working capital and pay related fees and expenses.

E2open is an Austin, Tex.-based provider of end-to-end supply chain management software.

ProAmpac revised

ProAmpac increased pricing on its fungible roughly $114 million five-year incremental first-lien term loan and extended roughly $1.281 billion five-year first-lien term loan to Libor plus 400 bps from Libor plus 350 bps, changed the original issue discount on the incremental loan to 99 from 99.5 and modified the extension fee for the extended loan to 100 bps from 50 bps, a market source remarked.

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

The company elected to leave a $70 million non-extended term loan tranche in place, which remains priced at Libor plus 350 bps with a 1% Libor floor, the source continued.

With the term loan transaction, the company is increasing its revolver by $75 million to $200 million.

Antares Capital, J.P. Morgan Securities LLC and Goldman Sachs Bank USA are leading the deal (B2).

ProAmpac frees up

ProAmpac’s bank debt broke for trading in the afternoon, with the incremental and extended term loan quoted at 99 bid, 99½ offered, the source added. The non-extended term loan was quoted at 98 bid, 98½ offered.

The new first-lien debt will be used with $360 million of privately placed second-lien notes to refinance an existing $215 million second-lien term loan, fund a planned acquisition and repay revolver drawings. The extension is pushing out the maturity on the existing term loan from Nov. 18, 2023.

Closing is expected on Friday.

ProAmpac, a Pritzker Private Capital portfolio company, is a Cincinnati-based supplier of flexible packaging products.

Amentum modified, breaks

Amentum widened pricing on its non-fungible $980 million incremental first-lien term loan (B1/B) to Libor plus 475 bps from talk in the range of Libor plus 425 bps to 450 bps, revised the original issue discount to a range of 98 to 98.5 from 99, before firming late day at 98, and extended the 101 soft call protection to one year from six months, according to a market source.

The term loan still has a 0.75% Libor floor.

The incremental term loan made its way into the secondary market late in the session, with levels quoted at 98¼ bid, 98¾ offered, another source added.

J.P. Morgan Securities LLC, RBC Capital Markets, BMO Capital Markets, Citizens Bank, Morgan Stanley Senior Funding Inc. and UBS Investment Bank are leading the deal that will be used to help fund the acquisition of DynCorp International, a McLean, Va.-based provider of aviation and logistics support services.

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

Amentum is a Germantown, Md.-based technical and engineering services partner supporting critical programs of national significance across defense, security, intelligence, energy and environment.

Highline flexes, trades

Highline Aftermarket increased pricing on its $735 million seven-year first-lien term loan (B2/B) to Libor plus 450 bps from talk in the range of Libor plus 400 bps to 425 bps, and modified original issue discount talk to a range of 97 to 97.5 from 99, before finalizing late in the day at 97.25, a market source remarked.

As before, the term loan has a 0.75% Libor floor.

On Thursday, the term loan broke for trading, with levels quoted at 97½ bid, 98¼ offered, another source added.

J.P. Morgan Securities LLC is leading the deal that will be used to help fund the buyout of the company by Pritzker Private Capital from the Sterling Group and its merger with Warren Distribution Inc., which is being acquired by Pritzker from chairman and chief executive officer Bob Schlott.

Closing is expected by December.

Highline is a Memphis, Tenn.-based distributor of automotive aftermarket products. Warren is an Omaha-based manufacturer of private label lubricants and automotive chemicals.

PetSmart changes emerge

In other news, PetSmart trimmed its term loan B to $2 billion from $2.3 billion, raised pricing to Libor plus 575 bps from talk in the range of Libor plus 400 bps to 425 bps, revised the Libor floor to 1% from 0.75% and moved the original issue discount to 98 from 99, a market source said.

Additionally, the call protection was changed to a hard call of 102 in year one and 101 in year two from a 101 soft call for six months, the maturity was shortened to six years from seven years, and modifications were made to documentation, including to the incremental and MFN protections, excess cash flow sweep and restricted payments.

Commitments are due at 10:30 a.m. ET on Friday, the source added.

J.P. Morgan Securities LLC is the left lead on the deal that will be used with $1.5 billion of senior secured notes, upsized from $1.2 billion, $1.15 billion of unsecured notes and $1.3 billion of equity to refinance an existing term loan, an asset-based revolver, the 5.875% notes due 2025, the 8.875% notes due 2025 and the 7.125% notes due 2023.

PetSmart is a Phoenix-based specialty pet retailer.

Wrench tweaks deal

Wrench Group increased its non-fungible incremental first-lien term loan due April 2026 to $120 million from $100 million and changed the original issue discount to 99 from 98.5, according to a market source.

The incremental term loan is still priced at Libor plus 450 bps with a 1% Libor floor and has 101 soft call protection for six months.

Commitments remained due at 4 p.m. ET on Thursday, the source added.

Jefferies LLC, Macquarie Capital (USA) Inc. and Antares Capital are leading the deal that will be used to fund cash to the balance sheet for potential future acquisitions.

Wrench Group is a provider of home maintenance and repair services specializing in heating, ventilation and air conditioning, plumbing, electrical and water quality services.

Resolute downsizes

Resolute Investment Managers trimmed its fungible add-on first-lien term loan (Ba3/B+) due April 2024 to $25 million from $50 million, a market source remarked.

As before, pricing on the add-on term loan and extended $280.5 million first-lien term loan (Ba3/B+) due April 2024 is Libor plus 375 bps with a 1% Libor floor. The add-on loan has an original issue discount of 99.5 and the extended loan has a 50 bps extension fee, and all of the debt has 101 soft call protection for six months.

The company is also getting an extended $105 million second-lien term loan (B3/B-) due April 2025 priced at talk of Libor plus 800 bps with a 1% Libor floor and a 50 bps extension fee. This tranche has 101 hard call protection for one year.

RBC Capital Markets, LLC, Barclays and BMO Capital Markets Corp. are leading the deal.

The add-on term loan will be used for general corporate purposes and future acquisitions. Through the extension, the company is pushing out the maturity on its existing first-lien term loan from April 2022 and increasing pricing from Libor plus 325 bps with a 1% Libor floor, and extending the maturity on its existing second-lien term loan from April 2023 and increasing pricing from Libor plus 750 bps with a 1% Libor floor.

Resolute Investment is an Irving, Tex.-based diversified asset management platform.

Smyrna pulls loan

Smyrna Ready Mix Concrete canceled plans for a $315 million seven-year senior secured term loan B (B1/B+) and upsized its bond offering to $830 million from $515 million, according to a market source.

The term loan was talked at Libor plus 375 bps to 400 bps with a 0.75% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

J.P. Morgan Securities LLC, BNP Paribas Securities Corp., BofA Securities Inc. and Goldman Sachs Bank USA were leading the deal that was going to be used to help fund acquisitions, to refinance existing debt and for general corporate purposes.

Smyrna Ready Mix is a Nashville, Tenn.-based manufacturer and retailer of ready-mixed concrete.

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