Ryan Specialty, Epicor Software, First Brands break for trading; Tosca accelerates deadline

By Sara Rosenberg

New York, July 23 – Ryan Specialty Group LLC lowered the spread on its term loan B, eliminated a pricing step-down and tightened the original issue discount before freeing up for trading on Thursday.

Other deals to make their way into the secondary market during the session included Epicor Software Corp. and First Brands Group LLC.

And, in other happenings, Tosca Services LLC moved up the commitment deadline for its first-lien term loan.

Ryan revised, frees up

Ryan Specialty Group cut pricing on its $1.65 billion seven-year term loan B (B1/B) to Libor plus 325 basis points from Libor plus 375 bps, removed a 25 bps step-down at 4x net leverage and modified the original issue discount to 98.5 from talk in the range of 97 to 98, according to a market source.

The term loan still has a 0.75% Libor floor and 101 soft call protection for six months.

On Thursday, the term loan broke for trading and levels were quoted at 99¾ bid, par ¼ offered, a trader added.

J.P. Morgan Securities LLC, BMO Capital Markets, Barclays and Wells Fargo Securities LLC are leading the deal that will be used to help fund the company’s merger with All Risks, Ltd.

Chicago-based Ryan Specialty and Delray Beach, Fla.-based All Risks are insurance companies.

Epicor starts trading

Epicor Software’s bank debt freed to trade as well, with the $1.925 billion first-lien term loan (B-) quoted by traders at 99½ bid, par offered and the $425 million second-lien term loan (CCC) quoted by traders at 99½ bid, par ½ offered.

Pricing on the first-lien term loan is Libor plus 425 bps with a 1% Libor floor, and it was sold at an original issue discount of 98. The debt has 101 soft call protection for one year.

The second-lien term loan is priced at Libor plus 775 bps with a 1% Libor floor and was issued at a discount of 98.5. This tranche is non-callable for one year, then at 102 in year two and 101 in year three. The call protection resets upon a change of control.

During syndication, the discount on the first-lien term loan firmed at the tight end of the 97.5 to 98 talk. Also, pricing on the second-lien term loan finalized at the low end of the Libor plus 775 bps to 800 bps talk and the discount was revised from 98.

Epicor lead banks

KKR Capital Markets, Barclays, Nomura, Jefferies LLC, Macquarie Capital (USA) Inc. and Stone Point are leading Epicor’s debt.

Along with the term loans, the company is getting a pari passu $400 million second-lien floating rate note that has the same terms as the second-lien term loan.

Proceeds will be used for a dividend recapitalization.

Epicor is an Austin, Tex.-based provider of enterprise business software services.

First Brands breaks

First Brands’ fungible $810 million incremental first-lien term loan (B3/B) due Feb. 2, 2024 began trading too, with levels quoted at 94¾ bid, 95¾ offered, a market source remarked.

Pricing on the incremental term loan is Libor plus 750 bps with a 1% Libor floor and it was sold at an original issue discount of 94. The debt has hard call protection of 102 in year one and 101 in year two.

During syndication, the incremental term loan was upsized from $710 million.

Jefferies LLC is leading the deal that will be used to fund two acquisitions and, due to the recent upsizing, to reduce an ABL draw.

Pro forma for the transaction, the first-lien term loan size will total about $1,578,400,000. The existing term loan has been amended, exchanged and rolled with the incremental into one fungible tranche.

First Brands amendment

First Brands’ loan amendment is revising the consolidated adjusted EBITDA definition, providing a one-time waiver to permit acquisitions, modifying the total net leverage covenant, adjusting the consolidated total net debt cash netting cap, revising the sale leaseback transactions basket, increasing the ABL priority cap in intercreditor to $250 million, and assigning Jefferies the role of administrative agent.

Consenting lenders are being paid a 1% exchange fee.

First Brands, formerly known as Trico Group, is an automotive aftermarket platform.

Tosca updates timing

Back in the primary market, Tosca Services accelerated the commitment deadline for its $526.5 million seven-year first-lien term loan (B2/B) to 5 p.m. ET on Monday from 5 p.m. ET on Wednesday, according to a market source.

Talk on the term loan is Libor plus 475 bps to 500 bps with a 1% Libor floor, an original issue discount of 97 and 101 soft call protection for six months.

Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., UBS Investment Bank, Goldman Sachs Bank USA, Rabobank, KKR Capital Markets and Mizuho are leading the deal that will be used to fund the acquisition of Contraload NV, an Aartselaar, Belgium-based provider of upstream reusable plastic pallets and containers for the FMCG industry and other commercial markets in Europe, and to refinance existing debt.

Tosca, an Apax Partners portfolio company, is an Atlanta-based provider of reusable packaging supply chain solutions.

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