Plantronics, ION, Dental Corp., Aramark break; Vertafore, Reece, Hyperion revise deals

By Sara Rosenberg

New York, June 1 – Plantronics Inc. firmed the spread on its term loan B at the high end of guidance and adjusted the ticking fee, and then the debt hit the secondary market, and deals from ION Trading Finance Ltd., Dental Corp. of Canada Inc. and Aramark Services Inc. freed up as well.

In more happenings, Vertafore Inc. finalized pricing on its first-and second-lien term loans, removed the step-down from the first-lien tranche and made some documentation changes, and Reece Group modified spread, original issue discount and call protection on its term loan B.

Also, Hyperion Insurance Group Ltd. set the spread on its euro add-on term loan at the high side of talk and tightened the issue price, and cancelled plans for a U.S. term loan repricing.

Furthermore, Kindred At Home, Kindred Healthcare, Minimax and DMT Solutions Global Corp. joined the near-term primary calendar.

Plantronics tweaked

Plantronics set pricing on its $1,275,000,000 seven-year covenant-light term loan B at Libor plus 250 basis points, the high end of the Libor plus 225 bps to 250 bps talk, and revised the ticking fee to half the spread from days 30 to 60 and the full spread plus Libor thereafter from half the spread from days 46 to 90 and the full spread plus Libor thereafter, according to a market source.

The term loan still has a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months.

The company’s $1,375,000,000 of credit facilities (Ba1/BB) also include a $100 million revolver.

Wells Fargo Securities LLC is leading the deal that will be used with cash on hand to fund the acquisition of Polycom, to refinance existing debt and for general corporate purposes.

Polycom is being bought for $2 billion enterprise value consisting of an estimated $690 million of net debt and an estimated $948 million in cash and 6.352 million Plantronics shares.

Plantronics tops OID

On Friday afternoon, Plantronics’ term loan B freed to trade and levels were quoted at par 1/8 bid, par 5/8 offered, the source added.

Pro forma secured leverage is 2.4 times and total leverage is 3.4 times, based on pro forma last-12-months adjusted EBITDA of $524 million.

Closing is expected on July 2, subject to regulatory approvals and other customary conditions.

Plantronics is a Santa Cruz, Calif.-based audio communications company. Polycom is a San Jose, Calif.-based provider of secure video, voice and content solutions.

ION frees up

ION Trading’s $1.32 billion senior secured incremental covenant-light first-lien term loan broke for trading, with levels seen at 99 7/8 bid, par 1/8 offered, a market source remarked.

Pricing on the term loan is Libor plus 400 bps with a 1% Libor floor and it was sold at an original issue discount of 99.75. The debt has 101 soft call protection for six months.

The software provider of trading, treasury and workflow solutions is also getting a €670 million senior secured incremental covenant-light first-lien term loan priced at Euribor plus 325 bps with a 1% floor and issued at a discount of 99.75. This tranche has 101 soft call protection for six months as well.

During syndication, the breakdown of U.S. and euro debt under the $2.1 billion equivalent incremental loan was determined, pricing on the U.S. piece firmed at the high end of the Libor plus 375 bps to 400 bps talk, pricing on the euro tranche was cut from Euribor plus 350 bps, the discount on both loans was tightened from 99.5, and the incremental debt was made fungible with the existing term loans, resulting in an increase in pricing on the existing debt from Libor/Euribor plus 275 bps with a 1% floor to match the incremental loan pricing. Also, the 50 bps MFN was set with no sunset and ticking fees emerged at half the spread from days 61 to 90 and the full spread thereafter.

UBS Investment Bank is leading the deal that will help fund the acquisition of Fidessa Group plc, a provider of trading, investment and information solutions, for £38.703 per share, or about £1.5 billion.

Dental Corp. breaks

Dental Corp.’s credit facilities emerged in the secondary market, with the $500 million seven-year first-lien term loan (B2/B-) and $125 million seven-year delayed-draw first-lien term loan (B2/B-) quoted at par ¼ bid, par ¾ offered, and the $200 million eight-year second-lien term loan (Caa2/CCC) and $50 million eight-year delayed-draw second-lien term loan (Caa2/CCC) quoted at 99½ bid, par ½ offered, according to a market source.

Pricing on the first-lien term loan debt is Libor plus 375 bps with a 0% Libor floor and it was sold at an original issue discount of 99.75. The loan has 101 soft call protection for six months.

The second-lien term loan debt is priced at is Libor plus 750 bps with a 0% Libor floor and was issued at a discount of 99. This tranche has hard call protection of 102 in year one and 101 in year two.

The delayed-draw availability is 24 months.

During syndication, the discount on the first-lien term loan debt was revised from 99.5, ticking fees on the delayed-draw first-and second-lien term loans were changed to half the spread from days 31 to 60 and the full spread thereafter from half the spread from days 61 to 120 and the full spread thereafter, and a requirement was added for the company to provide management discussion and analysis and hold quarterly calls.

Dental funding buyout

Proceeds from Dental Corp.’s $925 million of credit facilities, which also include a $50 million revolver (B2/B-), will be used to help fund its acquisition by L Catterton. Imperial Capital Group Ltd. and OPTrust Private Markets Group, together with management and Dental Corp.’s dentist shareholders, will continue to hold a significant equity interest in the company.

Jefferies LLC, CIBC and TD Securities (USA) LLC are leading the deal.

Dental Corp. is a network of general and specialist dental clinics in Canada.

Aramark hits secondary

Aramark Services’ $1,781,000,000 covenant-light first-lien term loan due March 2025 began trading too, with levels quoted at par 1/8 bid, par ½ offered, a market source said.

Pricing on the term loan is Libor plus 175 bps with a 0% Libor floor and it was issued at par. The debt 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 reprice an existing term loan due March 2025 down from Libor plus 200 bps with a leverage-based step-down to Libor plus 175 bps and a 0% Libor floor.

Aramark is a Philadelphia-based professional services company that provides food, hospitality and facility management services as well as uniform and work apparel.

Vertafore changes emerge

Back in the primary market, Vertafore firmed the spread on its $1.6 billion seven-year first-lien term loan B (B2/B-) at Libor plus 325 bps, the low end of the Libor plus 325 bps to 350 bps talk, and removed the 25 bps pricing step-down, while leaving the 0% Libor floor, original issue discount of 99.5 and 101 soft call protection for six months unchanged, a market source remarked.

Additionally, the company set pricing on its $665 million eight-year second-lien term loan (Caa2/CCC) at Libor plus 725 bps, the high end of the Libor plus 700 bps to 725 bps talk. This tranche still has a 0% Libor floor, a discount of 99 and hard call protection of 102 in year one and 101 in year two.

Furthermore, the MFN was revised to 50 bps for 12 months from 75 bps for six months and certain carve-outs were eliminated, the inside maturity basket was removed from the incremental, unlimited investments were changed to 6.75 times net total leverage from 7.6 times, and unlimited restricted payments were modified to 6.25 times net total leverage from 6.75 times, the source continued.

Vertafore getting revolver

Along with the first-and second-lien term loans, Vertafore’s $2,365,000,000 of credit facilities include a $100 million five-year revolver (B2/B-).

Recommitments were due at 4 p.m. ET on Friday and allocations are targeted for Monday, the source added.

Nomura, Guggenheim and Macquarie Capital (USA) Inc. are leading the deal that will be used to refinance existing debt, fund a distribution to shareholders, and pay fees and expenses.

Closing is expected on July 2.

Vertafore is a Bothell, Wash.-based provider of software and information to the insurance distribution channel.

Reece revised

Reece Group trimmed pricing on its $1.14 billion seven-year term loan B (Ba1/BB+) to Libor plus 200 bps from talk in the range of Libor plus 225 bps to 250 bps, modified the original issue discount to 99.75 from 99.5 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% Libor floor.

J.P. Morgan Securities LLC is leading the deal that will be used to help fund the acquisition of Morsco from Advent International.

Reece is an Australia-based provider of plumbing, HVAC and waterworks products. Morsco is a Fort Worth, Texas-based distributor of commercial and residential plumbing, waterworks and HVAC supplies.

Hyperion reworked

Hyperion Insurance Group set pricing on its €50 million add-on covenant-light term loan B (B) due Dec. 20, 2024 at Euribor plus 350 bps, the high end of the Euribor plus 325 bps to 350 bps talk, and changed the issue price to par from 99.75, a market source said.

The add-on term loan still has a 0% floor.

With pricing on the add-on term loan ending up at Euribor plus 350 bps, the existing €200 million covenant-light term loan B (B) due Dec. 20, 2024 will not be repriced since its current rate is Euribor plus 350 bps with a 0% floor.

Also, the company cancelled plans to reprice its existing $923 million covenant-light term loan B (B) due Dec. 20, 2024, which was talked at Libor plus 325 bps with a 0% Libor floor, a par issue price and 101 soft call protection for six months. Current U.S. term loan pricing is Libor plus 350 bps with a 1% Libor floor.

Morgan Stanley Senior Funding Inc., Barclays, J.P. Morgan Securities LLC, RBC Capital Markets, HSBC Securities (USA) Inc. and Lloyds Securities Inc. are leading the add-on loan that will be used to fund the locked account and pay related fees and expenses.

Hyperion is a London-based insurance intermediary group.

Kindred At Home on deck

Also in the primary market, Kindred At Home surfaced with plans to hold a bank meeting at 9:30 a.m. ET on Tuesday to launch $2,675,000,000 in term loans, according to a market source.

The debt consists of a $1.35 billion seven-year first-lien term loan, an $850 million seven-year first-lien delayed-draw term loan and a $475 million eight-year second-lien term loan.

Talk on the first-lien term loan debt is Libor plus 325 bps to 350 bps with a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, and talk on the second-lien term loan is Libor plus 725 bps to 750 bps with a 0% Libor floor, a discount of 99 and hard call protection of 102 in year one and 101 in year two, the source said.

Commitments are due at noon ET on June 19.

J.P. Morgan Securities LLC, Morgan Stanley Senior Funding Inc., Citigroup Global Markets Inc., Goldman Sachs Bank USA, Bank of America Merrill Lynch, Capital One, RBC Capital Markets and Wells Fargo Securities LLC provided the commitment.

Kindred being acquired

Proceeds from Kindred At Home’s term loans will be used to help fund its buyout by TPG Capital, Welsh, Carson, Anderson & Stowe (WCAS) and Humana Inc. from Louisville, Ky.-based Kindred Healthcare Inc. and subsequent merger with Curo Health Services, a hospice operator.

Curo is being bought by TPG Capital, WCAS and Humana for about $1.4 billion.

Closing is expected this summer, subject to Kindred stockholder approval, regulatory approvals and other customary conditions.

The Curo acquisition is expected to close this summer, after the closing of the Kindred at Home buyout, subject to state and federal regulatory approvals and other customary conditions.

Kindred At Home is a home health, hospice and community care company that will be owned 40% by Humana, and 60% by TPG and WCAS.

Kindred Health sets launch

Kindred Healthcare scheduled a bank meeting for 9:30 a.m. ET on Tuesday to launch its previously announced $410 million seven-year term loan B that is talked at Libor plus 425 bps to 450 bps with a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, a market source remarked.

Commitments are due at noon ET on June 19, the source added.

J.P. Morgan Securities LLC, Morgan Stanley Senior Funding Inc., Citigroup Global Markets Inc., Goldman Sachs Bank USA, Bank of America Merrill Lynch, Capital One, RBC Capital Markets and Wells Fargo Securities LLC provided the commitment.

Based on filings with the Securities and Exchange Commission, the company is also expected to get a $450 million asset-based loan facility.

Proceeds will be used to help fund the buyout of the specialty hospital company by TPG Capital and Welsh, Carson, Anderson & Stowe from Louisville, Ky.-based Kindred Healthcare Inc.

Minimax readies deal

Minimax set a bank meeting in London for Tuesday and a bank meeting for 10 a.m. ET in New York on Thursday to launch €1,206,000,000 equivalent of credit facilities, according to a market source.

The facilities consist of a €40 million six-year revolver, a €150 million six-year guarantee line, a €514 million seven-year covenant-light term loan B and a €502 million equivalent U.S. dollar seven-year covenant-light term loan B, the source said.

Final commitments are due at the close of business on June 14.

Deutsche Bank is the physical bookrunner on the deal, and Commerzbank and Unicredit are bookrunners.

The credit facilities will be used to refinance existing term loans, with cashless roll available, and to fund a distribution to direct shareholder MV Holding to fund a share buyback.

Minimax is a fire protection company with headquarters in Bad Oldesloe in Schleswig-Holstein, Germany.

DMT coming soon

DMT Solutions will hold a bank meeting at 10 a.m. ET in New York on Monday to launch a $260 million seven-year covenant-light first-lien term loan that has a 0% Libor floor, a market source said.

Commitments are due on June 14, the source added.

Deutsche Bank Securities Inc., Bank of America Merrill Lynch, Goldman Sachs Bank USA and KeyBanc Capital Markets are leading the deal, which will be used to help fund the buyout of the company by Platinum Equity from Pitney Bowes Inc. for $361 million.

Closing is expected in the second quarter or early in the third quarter, subject to customary conditions.

DMT is a provider of global enterprise solutions for mail inserting, parcel sorting and printing equipment and services.

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