Worldpay, Virgin Media, BCP break; Nord, Viasat, Upfield revised; HireRight, CPM accelerated

By Sara Rosenberg

New York, Sept. 20 – Worldpay increased for a second time the size of its U.S. first-lien term loan B, and Virgin Media Bristol LLC finalized the original issue discount on its add-on term loan Y at the tight side of guidance, and then these deals freed to trade on Wednesday, and BCP Renaissance Parent LLC’s loan transaction broke as well.

In more happenings, Nord Anglia Education (Fugue Finance) modified spread talk on its euro term loan B and firmed the issue price at the tight end of talk, and is on track to set the issue price on its U.S. term loan B at the tight end of guidance as well.

Also, Viasat Inc. widened the original issue discount talk on its term loan B, Upfield upsized its add-on term loan B-7, and HireRight Holdings Corp. and CPM Holdings Inc. moved up the commitment deadlines for their term loans.

Furthermore, Prometric Holdings Inc. disclosed the size of its first-lien term loan and price talk with its lender call, and MedImpact (MI OpCo Holdings Inc.), GeoStabilization International and Watlow Electric Manufacturing Co. joined this week’s primary calendar.

Worldpay upsized

Worldpay lifted its U.S. seven-year first-lien term loan B to $5.2 billion from a revised amount of $5 billion and an initial size of $3.4 billion, and left pricing at SOFR plus 300 basis points with a 0.5% floor and an original issue discount of 99.5, according to a market source.

The company is still getting a €500 million seven-year first-lien term loan B priced at Euribor plus 325 bps with a 0% floor and a discount of 99.5.

Both term loans (Ba3/BB/BBB-) have 101 soft call protection for six months, and ticking fees of half the spread from days 46 to 90 and the full spread thereafter.

Earlier in syndication, pricing on the U.S. term loan was cut from revised talk of SOFR plus 325 bps and initial talk in the range of SOFR plus 350 bps to 375 bps, a 25 bps step-down at 4x first-lien net leverage was removed and the discount was changed from 99. Also, the euro term loan was scaled back from $1 billion euro equivalent, pricing was trimmed from talk in the range of Euribor plus 350 bps to 375 bps and the discount was tightened from 98.5.

According to filings with the Securities and Exchange Commission, the company is also getting a $1 billion revolver.

Worldpay hits secondary

On Wednesday, Worldpay’s bank debt freed to trade, with the U.S. term loan quoted at par ¼ bid, par ½ offered, another source added.

JPMorgan Chase Bank, Goldman Sachs, Citigroup Global Markets Inc., Wells Fargo Securities LLC, Deutsche Bank Securities Inc., UBS Securities LLC, Fifth Third, BMO Capital Markets, MUFG, Citizens Bank, Stifel, Truist Securities, Capital One and Lloyds are leading the deal, with JPMorgan the left lead on the U.S. loan and Goldman the left lead on the euro loan. JPMorgan is the administrative agent.

The loans will be used to help fund the acquisition by GTCR of a 55% stake in the payment processing solutions company from Fidelity National Information Services Inc. (FIS), who will retain the remaining 45% stake. FIS will receive upfront net proceeds of about $11.7 billion.

Additional funds for the transaction will come from $2.175 billion of senior secured notes, upsized from $2 billion, £600 million of senior secured notes, downsized from £700 million, and equity, which was downsized by $250 million. Prior to the first term loans size change, Worldpay was expected to get $4 billion equivalent of notes.

Closing is expected by the first quarter of 2024, subject to regulatory approvals and contractual consents.

Virgin finalized, frees

Virgin Media Bristol set the original issue discount on its fungible $500 million add-on term loan Y (Ba3/BB-/BB+) due March 2031 at 99, the tight end of the 98.75 to 99 talk, a market source remarked.

Pricing on the add-on term loan is SOFR+10 bps CSA plus 325 bps with a 0% floor, and the add-on term loan and the existing term loan Y are getting 101 soft call protection for six months.

During the session, the add-on term loan broke for trading, with levels quoted at 99 bid, 99 3/8 offered, another source added.

Citigroup Global Markets Inc., Goldman Sachs Bank USA, JPMorgan Chase Bank and Bank of Nova Scotia are leading the deal. Scotia is the administrative agent.

The add-on term loan will be used to refinance existing debt.

Closing is expected on Sept. 27 and the add-on loan will merge into the existing term loan Y on Oct. 16.

Virgin Media is a New York-based media and telecommunications company.

BCP starts trading

BCP Renaissance’s fungible $100 million incremental term loan B due Oct. 31, 2028 and $1,001,813,616 extended term loan B due Oct. 31, 2028 emerged in the secondary market as well, with levels quoted at 99 7/8 bid, par ¼ offered, according to a market source.

Pricing on the term loan debt is SOFR plus 350 bps with a 1% floor and it was sold at an original issue discount of 99.85. The debt has 101 soft call protection for six months.

During syndication, the incremental term loan was upsized from $75 million, the maturity was changed from Oct. 31, 2026, the extension from Oct. 31, 2026 of the existing term loan priced at SOFR plus 350 bps with a 1% floor was added, and the call protection was added. Also, the original issue discount was revised from talk in the range of 99.5 to 99.75 when the company was only seeking the incremental term loan.

Jefferies LLC is leading the deal.

The incremental term loan will be used to fund a distribution.

Lenders were offered a 15 bps consent fee to approve an amendment allowing for the distribution.

BCP Renaissance is the owner of a 32.435% interest in the Rover Pipeline, which transports natural gas from the Marcellus and Utica Shale production areas.

Nord Anglia updated

Back in the primary market, Nord Anglia Education changed price talk on its €1.515 billion term loan B due January 2028 to a range of Euribor plus 425 bps to 450 bps from just Euribor plus 450 bps, and finalized the issue price at par, the tight end of the 99.75 to par talk, a market source said.

The euro term loan still has a 0% floor.

The company is also getting a $906 million term loan B due January 2028 talked at SOFR plus 400 bps with a 0.5% floor and an original issue discount of 99.75 to par. This tranche is “on track” to price at par, the tight end of the issue price talk, the source continued.

Both term loans have 101 soft call protection for six months.

Commitments continue to be due at noon ET on Wednesday for the euro term loan and at 5 p.m. ET on Wednesday for the U.S. term loan, the source added.

Allocations are expected on Thursday.

Nord Anglia leads

HSBC Bank, Deutsche Bank Securities Inc. and JPMorgan Chase Bank are joint physical bookrunners on Nord Anglia’s euro loan. Deutsche Bank and JPMorgan are joint physical bookrunners on the U.S. loan, and HSBC is a passive bookrunner. Citigroup Global Markets Inc., DBS, Goldman Sachs, Morgan Stanley Senior Funding Inc., Standard Chartered, BofA Securities Inc. and E. Sun are mandated lead arrangers. HSBC is the administrative agent.

The term loans will be used to reprice an existing U.S. term loan due January 2028 down from SOFR plus 450 bps with a 0.5% floor and an existing euro term loan due January 2028 down from Euribor plus 475 bps with a 0% floor.

BPEA EQT and CPP Investments are the sponsors.

Nord Anglia is a London-based K-12 schools platform.

Viasat modified

Viasat revised the original issue discount talk on its $616.7 million term loan B (BB/BB+) due May 30, 2030 to the 93 area from talk in the range of 95 to 96, a market source said.

As before, the term loan is priced at SOFR+CSA plus 450 bps with a 0.5% floor, and has 101 soft call protection for one year. CSA is ARRC standard of 11.448 bps one-month rate, 26.161 bps three-month rate and 42.826 bps six-month rate.

Commitments were due at 5:30 p.m. ET on Wednesday, extended from an original deadline of noon ET on Wednesday, and allocations are expected on Thursday, the source added.

BofA Securities Inc., JPMorgan Chase Bank, Barclays, Credit Suisse Securities (USA) LLC, MUFG, Truist Securities Inc. and Citizens Bank are leading the deal.

The term loan funded in May to help fund the acquisition of Inmarsat (Connect Topco Ltd.) for $550.7 million in cash and about 46.36 million shares of common stock.

Viasat is a Carlsbad, Calif.-based communications company. Inmarsat is a London-based provider of global mobile satellite communications services.

Upfield revised

Upfield raised its fungible add-on term loan B-7 due January 2028 to $215 million from $100 million, according to a market source.

Pricing on the term loan B-7 is SOFR plus 475 bps with a 0% floor, and the new debt has an original issue discount of 97.5.

Recommitments were due at noon ET on Wednesday, the source added.

KKR Capital Markets is leading the deal that will be used repay non-extended term loan debt due 2025.

Upfield is an Amsterdam-based plant-based consumer products company.

HireRight tweaks timing

HireRight accelerated the commitment deadline for its $700 million five-year first-lien term loan to 5 p.m. ET on Wednesday from Thursday, a market source remarked.

Talk on the term loan is SOFR plus 425 bps with a 0% floor, an original issue discount of 98 to 98.5 and 101 soft call protection for six months.

Goldman Sachs Bank USA, RBC Capital Markets and SPC Capital Markets are leading the deal that will be used to refinance the company’s first-lien term loan due July 2025.

HireRight is a Nashville-based provider of technology-driven workforce risk management and compliance solutions.

CPM accelerated

CPM Holdings moved up the commitment deadline for its $1.13 billion five-year first-lien term loan (B2/B) to 5 p.m. ET on Thursday from noon ET on Friday, a market source said.

The term loan is talked at SOFR plus 475 bps with a 0.5% floor, an original issue discount of 98 and 101 soft call protection for six months.

Jefferies LLC, Goldman Sachs Bank USA, BMO Capital Markets, KeyBanc Capital Markets, KKR Capital Markets, Stifel and Blue Owl are the arrangers on the deal that will be used to refinance existing debt and make a one-time distribution to shareholders.

CPM is a provider of highly engineered processing and automation equipment, aftermarket parts and service with exposure to attractive megatrends.

Prometric details emerge

Prometric launched on its lender call on Wednesday morning a $572 million first-lien term loan (B2/B-) due Jan. 29, 2028 at talk of SOFR plus 525 bps with a 0.5% floor, an original issue discount of 97 and 101 soft call protection for six months, according to a market source.

Commitments are due at noon ET on Sept. 29, the source added.

Barclays, Deutsche Bank Securities Inc., Morgan Stanley Senior Funding Inc. and Nomura are leading the deal that will be used to amend and extend the company’s existing first-lien term loan due January 2025 and to pay related fees and expenses.

Prometric is a provider of technology-enabled testing and assessment services.

MedImpact readies deal

MedImpact set a lender call for 11 a.m. ET on Thursday to launch $1.2 billion aggregate of first-lien term loans, a market source remarked.

BofA Securities Inc. is the left lead on the deal that will be used to repay outstanding balances on the company’s existing revolver and term loan A, to pay associated fees and expenses, and to fund potential near-term acquisition opportunities.

MedImpact is a San Diego-based pharmacy benefit manager.

GeoStabilization on deck

GeoStabilization International scheduled a lender call for noon ET on Thursday to launch a $175 million first-lien term loan due December 2028, according to a market source.

UBS Investment Bank and KKR Capital Markets are leading the deal that will be used to amend and extend an existing $175 million covenant-lite first-lien term loan due December 2025.

GeoStabilization is a provider of highly specialized, mission-critical, and non-discretionary geohazard mitigation solutions across the U.S. and Canada.

Watlow joins calendar

Watlow Electric Manufacturing will hold a lender call at 9 a.m. ET on Thursday to launch a fungible $175 million add-on term loan B due 2028, a market source said.

Pricing on the existing term loan B is SOFR+CSA plus 375 bps with a 0.5% floor.

CSA is ARRC standard of 11.448 bps one-month rate, 26.161 bps three-month rate and 42.826 bps six-month rate.

BMO Capital Markets is leading the deal that will be used to repay an existing non-fungible incremental term loan due March 2028 priced at SOFR+ARRC CSA plus 500 bps with a 0.5% floor.

Watlow is a St. Louis-based designer and manufacturer of complete thermal systems.

Fund flows

In other news, actively managed loan fund flows on Tuesday were positive $1 million and loan ETFs were positive $104 million, market sources remarked.

Actively managed high-yield fund flows on Tuesday were negative $20 million and high-yield ETFs were positive $110 million, sources added.

Loan indices rise

IHS Markit’s iBoxx loan indices were stronger on Tuesday, with the Leveraged Loan indexes (MiLLi) closing out the day up 0.03% and the Liquid Leveraged Loan indices (LLLi) closing out the day up 0.01%.

Month to date, the MiLLi is up 1.01% and year to date it is up 9.97%, and the LLLi is up 0.96% month to date and up 9.46% year to date.

Average secondary market bids in the U.S. on Tuesday were 93.17, up 0.02% from the previous day and up 1.42% year to date.

According to the IHS Markit data, some of the top advancers on Tuesday were Wheel Pros’ May 2021 covenant-lite non-TSA term loan at 68, up from 65.27, Franklin Energy’s August 2019 covenant-lite term loan at 92, up from 89, and Diamond Sports/Sinclair/Regional Sports’ March 2022 first priority term loan at 53.21, up from 52.

Some top decliners on Tuesday were Juice Plus+’s November 2018 term loan at 32.38, down from 34.75, At Home Group’s July 2021 covenant-lite term loan B at 58, down from 60.8, and Air Methods’ April 2017 covenant-lite term loan B at 27.75, down from 28.63.

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