EAB, Solmax, Tenable free up; Cengage, Herman Miller, HDT Global changes surface

By Sara Rosenberg

New York, June 28 – EAB set the spread on its first-lien term loan at the low end of guidance and tightened the issue price, Solmax made some changes to documentation for its term loan, and Tenable Inc. upsized its term loan B and tightened pricing and original issue discount, and then these deals freed to trade on Monday.

In more happenings, Cengage Learning Inc. increased the size of its first-lien term loan B, extended the call protection and modified documentation, Herman Miller Inc. lowered the spread on its term loan B and added a step-down, and HDT Global raised pricing on its term loan B, widened the original issue discount and sweetened the call protection.

Also, Everi Holdings Inc., Mad Engine Global LLC, RBmedia and AssuredPartners Inc. accelerated the commitment deadlines for their term loans.

Furthermore, First Student & First Transit released price talk with launch, and EmployBridge and Lucky Bucks joined the near-term primary calendar.

EAB revised, trades

EAB finalized pricing on its $745 million first-lien term loan (B-) at Libor plus 350 basis points, the low end of the Libor plus 350 bps to 375 bps talk, and moved the original issue discount to 99.5 from 99, according to a market source.

The 0.5% Libor floor and 101 soft call protection for six months on the first-lien term loan were unchanged.

Recommitments were due at 1 p.m. ET on Monday and the term loan began trading later in the day, with levels quoted at 99¾ bid, par ¼ offered, a trader added.

Macquarie Capital (USA) Inc., Deutsche Bank Securities Inc., CPPIB, BMO Capital Markets and HSBC Securities (USA) Inc. are leading the deal that will be used to fund a recapitalization by BC Partners.

The company is also getting for the recapitalization a $270 million privately placed second-lien term loan, which was placed by UBS Investment Bank.

BC Partners announced in May that it will invest in EAB alongside existing investor Vista Equity Partners.

EAB is Washington, D.C.-based education technology company.

Solmax modified, frees

Solmax revised some documentation items for its $535 million seven-year senior secured term loan (B2/B), including removing the pricing grid, changing MFN, free and clear prong and asset-sale step-downs, and placing a cap on add-backs under the EBITDA definition, a market source said.

Pricing on the term loan remained at Libor plus 475 bps with a 0.75% Libor floor and an original issue discount of 99, and there is still 101 soft call protection for six months.

Recommitments were due at 12:30 p.m. ET on Monday and the term loan broke for trading in the afternoon, with levels quoted at 99 1/8 bid, 99 7/8 offered, another source added.

Barclays and TD Securities (USA) LLC are the bookrunners on the deal and joint lead arrangers with HSBC Securities (USA) Inc. and BMO Capital Markets.

Proceeds will be used to fund the acquisition of TenCate Geosynthetics, a provider of geosynthetics and industrial fabrics, from Koninklijke Ten Cate and refinance existing Solmax debt.

Closing is expected this quarter, subject to customary approvals by regulatory authorities.

Solmax is a Quebec-based producer of polyethylene geomembranes.

Tenable reworked, breaks

Tenable lifted its term loan B to $375 million from $350 million, cut pricing to Libor plus 275 bps from talk in the range of Libor plus 300 bps to 325 bps and revised the original issue discount to 99.75 from 99.5, according to a market source.

The term loan still has a 0.5% Libor floor and 101 soft call protection for six months.

During the session, the term loan freed to trade, with levels quoted at par bid, par ¾ offered, another source added.

JPMorgan Chase Bank is leading the deal that will be used for general corporate purposes.

Tenable is a Columbia, Md.-based cybersecurity company.

Cengage upsizes

Cengage Learning raised its five-year covenant-lite first-lien term loan B to $1.65 billion from $1.25 billion as plans for $400 million of other secured debt were cancelled, and pushed out the 101 soft call protection to one year from six months, a market source remarked.

Also, the incremental facility was reduced to 75% of EBITDA from 100%, the MFN was changed to no sunset from a 12-month sunset, mandatory repayments were revised to remove the asset sale sweep step-downs and change the reinvestment period to 12-months plus six-months from 18 months, the first-lien leverage ratio now includes the ABL, proceeds can be used to pay down unsecured bonds provided restricted payment capacity is consumed and secured leverage is no worse pro forma for the sale, and the credit agreement includes the relevant Serta, J. Crew and Chewy provisions, the source added.

Talk on the term loan remained at Libor plus 475 bps to 500 bps with a 1% Libor floor and an original issue discount of 99, as did the 5 p.m. ET on Monday commitment deadline.

Morgan Stanley Senior Funding Inc. is the left lead on the deal that will be used to refinance the company’s existing term loan B.

Cengage is a Boston-based educational content, technology and services company.

Herman Miller updated

Herman Miller trimmed pricing on its $625 million seven-year term loan B (Ba1/BBB-) to Libor plus 200 bps from Libor plus 225 bps and added a 25 bps step-down at 1.5x first-lien net leverage, 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.

Recommitments are due at 11:30 a.m. ET on Tuesday, accelerated from an original deadline of 5 p.m. ET on Tuesday, the source added.

Goldman Sachs Bank USA, Wells Fargo Securities LLC, Citizens Bank, JPMorgan Chase Bank, KeyBanc Capital Markets Inc., PNC Capital Markets LLC, Huntington National Bank and Truist Securities Inc. are leading the deal.

Herman buying Knoll

Herman Miller will use the new term loan to help fund its acquisition of Knoll Inc. for $11.00 in cash and 0.32 of a share of Herman Miller common stock for each share of Knoll common stock. The transaction is valued at $1.8 billion.

Closing is expected by the end of the third quarter, subject to approval by Herman Miller and Knoll shareholders, the receipt of required regulatory approvals and the satisfaction of other customary conditions.

Herman Miller is a Zeeland, Mich.-based manufacturer of office furniture and equipment. Knoll is an East Greenville, Pa.-based manufacturer of home and workplace furnishings, accessories, textiles and leathers.

HDT changes emerge

HDT Global lifted pricing on its $280 million term loan B (B1/B) to Libor plus 575 bps from talk in the range of Libor plus 525 bps to 550 bps, changed the original issue discount to 97 from 99 and revised the call protection to a 101 hard call for one year from a 101 soft call for six months, a market source said.

The term loan still has a 0.75% Libor floor.

Recommitments are due at 5 p.m. ET on Tuesday, the source added.

RBC Capital Markets, Barclays and Societe Generale are leading the deal that will be used to help fund the buyout of the company by Nexus Capital Management LP from Charlesbank Capital Partners.

HDT is a Solon, Ohio-based manufacturer of highly engineered, mission‐capable infrastructure solutions across defense, aerospace and government markets.

Everi tweaks timing

Everi accelerated the commitment deadline for its $600 million seven-year senior secured first-lien term loan to 11 a.m. ET on Wednesday from 11 a.m. ET on Thursday, according to a market source.

Talk on the term loan is Libor plus 275 bps with a 0.5% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months.

The company’s $725 million of credit facilities (Ba2/B+/BB+) also include a $125 million five-year revolver.

Jefferies, Barclays, Stifel and Truist are leading the deal that will be used with $400 million of senior notes to refinance existing debt. The company intends to refinance its $35 million revolver due 2022 and $820 million term loan due 2024, prepay in full its $125 million incremental term loan due 2024, and redeem its $285.4 million of notes due 2025.

Everi is a Las Vegas-based provider of land-based and digital casino gaming content and products, financial technology and player loyalty solutions.

Mad Engine moves deadline

Mad Engine accelerated the commitment deadline for its $250 million six-year covenant-lite first-lien term loan (B2/B) to noon ET on Wednesday from 10:30 a.m. ET on Thursday, a market source remarked.

The term loan is talked at Libor plus 700 bps with a 1% Libor floor, an original issue discount of 97 to 98, and call protection of 102 in year one and 101 in year two.

Deutsche Bank Securities Inc., Wells Fargo Securities LLC and Credit Suisse Securities (USA) LLC are leading the deal that will be used to help fund the acquisition of Fifth Sun from company founder Dan Gonzales.

Mad Engine, a Platinum Equity portfolio company, is a San Diego-based apparel and accessories company. Fifth Sun is a Chico, Calif.-based supplier of licensed, non-licensed and private label apparel.

RBmedia accelerated

RBmedia changed the commitment deadline for its fungible $150 million add-on term loan B (B3) due Aug. 31, 2025 to 2 p.m. ET on Tuesday from noon ET on Wednesday, according to a market source.

Original issue discount talk on the add-on term loan is 99.5 to 99.75.

Pricing on the add-on term loan is Libor plus 400 bps with a 0% Libor floor, in line with existing term loan pricing.

Goldman Sachs Bank USA and KKR Capital Markets are leading the deal, which will be used to fund the acquisition of Kanopy, a video streaming service for public and academic libraries, by Overdrive, a Cleveland-based digital reading platform for libraries and schools that is part of RBmedia.

RBmedia is a Landover, Md.-based digital audiobook and related spoken-word content producer.

AssuredPartners timing

AssuredPartners accelerated the commitment deadline for its fungible $150 million add-on term loan and repricing of its existing $297 million incremental term loan due February 2027 to noon ET on Tuesday from noon ET on Wednesday, a market source remarked.

Talk on the term loan debt is Libor plus 350 bps to 375 bps with a 0.5% Libor floor, an original issue discount of 99.75 and 101 soft call protection for six months.

JPMorgan Chase Bank is leading the deal.

Proceeds from the add-on term loan will be used to fund acquisitions, and the repricing will take the existing incremental term loan down from Libor plus 450 bps with a 1% Libor floor.

AssuredPartners is a Lake Mary, Fla.-based provider of property and casualty and employee benefits insurance brokerage services.

Fist Student guidance

First Student & First Transit held its lender call on Monday and announced price talk on its $2.015 billion of senior secured first-lien term loans (Ba3/B+/BB+) at Libor plus 325 bps with a 0.5% Libor floor and an original issue discount of 99 to 99.5, a market source said.

The debt, which consists of a $1.49 billion seven-year term loan B and a $525 million seven-year term loan C, has 101 soft call protection for six months.

Commitments are due at noon ET on July 14, the source added.

Barclays, Morgan Stanley Senior Funding Inc., BMO Capital Markets, TD Securities (USA) LLC, Credit Suisse Securities (USA) LLC, RBC Capital Markets, MUFG, BNP Paribas Securities Corp., Citizens Bank, Deutsche Bank Securities Inc., Stifel and Mizuho are leading the deal.

The term loan B will be used to help fund the buyout of the companies by EQT Infrastructure from FirstGroup plc for $4.6 billion, and the term loan C will provide cash collateral against letters of credit.

Closing is expected this summer, subject to customary conditions.

First Student is a Cincinnati-based student transportation service provider. First Transit is a Cincinnati-based public transit management operator.

EmployBridge on deck

EmployBridge set a lender call for 1 p.m. ET on July 7 to launch a $725 million seven-year term loan B, according to a market source.

RBC Capital Markets, Credit Suisse Securities (USA) LLC, Barclays, Deutsche Bank Securities Inc., Macquarie Capital (USA) Inc. and Mizuho are leading the deal that will be used to help fund the buyout of the company by Apollo Global Management Inc.

Closing is subject to customary conditions, including regulatory approvals.

EmployBridge is an Atlanta-based industrial staffing company.

Lucky Bucks readies deal

Lucky Bucks scheduled a lender call for 10:30 a.m. ET on Wednesday to launch $550 million of credit facilities, a market source remarked.

The facilities consist of a $50 million revolver and a $500 million first-lien term loan, the source added.

Macquarie Capital (USA) Inc. is the left lead on the deal that will be used to refinance existing debt and fund a distribution.

Lucky Bucks is a Norcross, Ga.-based digital skill-based coin operated amusement machine route operator.

BBB allocates

In other news, BBB Industries LLC allocated its fungible $180 million incremental first-lien term loan due August 2025, according to a market source.

Pricing on the incremental term loan is Libor plus 450 bps with a 0% Libor floor and it was sold at an original issue discount of 99.5. The debt has 101 soft call protection for six months.

During syndication, the discount on the incremental term loan was tightened from 99.25.

UBS Investment Bank, Credit Suisse Securities (USA) LLC and BMO Capital Markets are leading the deal that will be used to refinance an existing second-lien term loan.

Genstar Capital is the sponsor.

BBB Industries is a Daphne, Ala.-based remanufacturer and distributor of non-discretionary and application specific replacement parts to the North American and European automotive aftermarket.

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