American Express, Astra, Vistage free up; IXS updated; NorthRiver, Minimax pull deals

By Sara Rosenberg

New York, Feb. 27 – American Express Global Business Travel reduced the size of its term loan, lifted the spread, revised the original issue discount, extended the call protection and modified the ticking fee on the delayed-draw portion before breaking for trading on Thursday, and deals from Astra Acquisition Corp. and Vistage International Inc. hit the secondary market as well.

In other news, Innovative XCessories & Services LLC (IXS Holding Inc.) set the spread on its term loan at the low end of guidance, NorthRiver Midstream (Grizzly) withdrew its incremental term loan B from market, Minimax Viking pulled its repricing transaction, and Science Applications International Corp. disclosed price talk with launch.

American Express reworked

American Express Global Business Travel scaled back its seven-year covenant-lite first-lien term loan to $1.13 billion from $1.22 billion by cutting the delayed-draw portion to $515 million from $605 million and leaving the funded piece at $615 million, a market source said.

Additionally, pricing on the term loan debt was raised to Libor plus 400 basis points from Libor plus 350 bps, the original issue discount was changed to 98 from 99.5, the 101 soft call protection was extended to one year from six months, and the delayed-draw loan ticking fee was revised to the full margin plus Libor starting on day one from half the spread from days 46 to 90 and the full spread onwards, the source continued.

As before, the term loan debt has a 0% Libor floor.

The company’s now $1.28 billion of credit facilities also include a $150 million revolver.

American Express breaks

On Thursday, America Express Global Business Travel’s credit facilities allocated and freed to trade, with the strip of funded and delayed-draw term loan debt quoted at 98¼ bid, 98¾ offered, another source added.

Credit Suisse Securities (USA) LLC, Morgan Stanley Senior Funding Inc., Goldman Sachs Bank USA, UBS Investment Bank, BofA Securities, Inc. and Kookmin are leading the deal that will be used to refinance existing debt, fund a shareholder distribution and for acquisition financing.

American Express Global Business Travel is a travel management company.

Astra frees up

Astra’s bank debt broke for trading too, with the $325 million seven-year first-lien term loan (B2/B-/BB-) quoted at 99 bid, par offered, according to a market source.

Pricing on the first-lien term loan is Libor plus 550 bps with a 1% Libor floor and it was sold at an original issue discount of 98.5. The debt has 101 soft call protection for six months.

During syndication, the spread on the first-lien term loan was increased from Libor plus 500 bps, the Libor floor was changed from 0% and the discount widened from 99.

The company’s $475 million of credit facilities also include a $40 million revolver (B2/B-/BB-) and an already placed $110 million eight-year second-lien term loan (Caa2/CCC/CCC+).

Astra lead banks

UBS, Deutsche Bank Securities Inc. and Barclays are leading Astra’s credit facilities that will be used to help fund the acquisition of Campus Management Acquisition Corp. and Edcentric Holdings LLC by Veritas Capital from Leeds Equity Partners LLC.

Leeds will continue as an investor in the combined entity (Astra) in partnership with Veritas.

Closing is expected this quarter.

Campus Management is a provider of cloud-based student information systems, customer relationship management and enterprise resource planning solutions. Edcentric is a SaaS platform providing data-driven solutions around student and alumni engagement, retention and compliance.

Vistage starts trading

Vistage International’s fungible $80 million add-on first-lien term loan surfaced in the secondary market as well, with levels quoted at 99½ bid, par offered, a market source said.

Pricing on the add-on term loan is Libor plus 400 bps with a 1% Libor floor and it was sold at an original issue discount of 99.5.

During syndication, the add-on term loan was upsized from $50 million.

Macquarie Capital (USA) Inc. and SunTrust Robinson Humphrey Inc. are leading the deal that will be used to repay in full the company’s existing $80 million second-lien term loan.

The company is also getting a $15 million add-on to its revolver.

Vistage is a San Diego-based for-profit membership organization of CEOs.

IXS firms terms

Back in the primary market, Innovative XCessories & Services finalized pricing on its $620 million seven-year term loan (B2/B) at Libor plus 500 bps, the tight end of the Libor plus 500 bps to 525 bps talk, according to a market source.

The term loan still has a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

The company’s $695 million of credit facilities also include a $75 million ABL revolver.

UBS Investment Bank and Jefferies LLC are leading the deal that will be used to help fund the buyout of the company by Clearlake Capital Group LP from Olympus Partners.

Closing is expected this quarter.

Innovative XCessories is a Windsor, Ont.-based provider of coating solutions and vehicle upfit services to the automotive aftermarket and diversified industrial end markets.

NorthRiver shelves loan

NorthRiver Midstream decided to pull its $535 million incremental senior secured covenant-lite term loan B (Ba3/BB+) due Oct. 1, 2025 because of market conditions, a market source remarked.

The incremental term loan was talked at Libor plus 325 bps with a 0% Libor floor, in line with the existing term loan B, an original issue discount of 99 and 101 soft call protection for six months.

Citigroup Global Markets Inc., CIBC, Credit Suisse Securities (USA) LLC, HSBC Securities (USA) Inc., RBC Capital Markets and Bank of Nova Scotia were leading the deal that was going to be used to repay in full an existing term loan A.

NorthRiver Midstream is a Canadian gas gathering and processing business.

Minimax withdrawn

Minimax Viking tabled the repricing of its $590 million covenant-lite term loan B (B1/B+) due July 2025 and €506 million covenant-lite term loan B (B1/B+) due July 2025, a market source said.

The U.S. term loan was talked at Libor plus 225 bps with a step-up to Libor plus 250 bps at 4x leverage and a step-down to Libor plus 200 bps at less than 3x leverage, a 0.75% Libor floor and a par issue price, and the euro term loan was talked at Euribor plus 250 bps with a step-up to Euribor plus 275 bps at 4x leverage and a step-down to Euribor plus 225 bps at less than 3x leverage, a 0% floor and a par issue price. Both loans were talked with 101 soft call protection for six months.

Deutsche Bank was leading the deal.

The existing U.S. term loan currently has a pricing grid of Libor plus 300 bps at 4x leverage, Libor plus 275 bps at 3x to 4x leverage and Libor plus 250 bps at less than 3x leverage, and the existing euro term loan pricing grid is Euribor plus 325 bps at 4x leverage, Euribor plus 300 bps at 3x to 4x leverage and Euribor plus 275 bps at less than 3x leverage.

Minimax is a Bad Oldesloe, Germany-based fire protection company.

Science Applications guidance

Science Applications held its bank meeting on Thursday and released talk on its $600 million seven-year incremental senior secured covenant-lite term loan B (Ba1/BB+) at Libor plus 200 bps with a 0% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months, according to a market source.

Commitments are due at noon ET on March 5, the source said.

Citigroup Global Markets Inc., BofA Securities, Inc., MUFG, PNC, SunTrust Robinson Humphrey Inc., U.S. Bank and Wells Fargo Securities LLC are leading the deal that will be used with cash on hand and an expected $400 million notes offering to fund the $1.2 billion acquisition of Unisys Federal, a provider of infrastructure modernization, cloud migration, managed services, and enterprise IT-as-a-service through scalable and repeatable solutions to U.S. federal civilian agencies and the Department of Defense.

Closing is expected by May 1, subject to customary conditions, including HSR regulatory clearance.

Net leverage is expected to be around 4.5x at close.

Science Applications is a Reston, Va.-based technology integrator.

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