Nord Anglia, EisnerAmper updated; WhiteWater accelerated; Brazos, Caesars disclose talk

By Sara Rosenberg

New York, Jan. 23 – In the primary market on Monday, Nord Anglia Education (Fugue Finance) set the spread on its U.S. and euro term loans at the low end of talk and tightened original issue discount guidance on the loans.

Also, EisnerAmper (Eisner Advisory Group LLC) increased the size of its incremental term loan B-2 and came out with original issue discount talk, and WhiteWater Whistler Holdings LLC moved up the commitment deadline for its term loan B.

Additionally, Brazos Midstream (Brazos Delaware II LLC) and Caesars Entertainment Inc. released price talk with launch, and Oryx Midstream Services Permian Basin LLC, American Greetings Corp. and AOC LLC (LSF11 A5 HoldCo LLC) joined this week’s primary calendar.

Meanwhile, in the secondary market, Evoqua’s term loan was a little stronger after the company announced plans to be acquired by Xylem Inc.

Nord Anglia revised

Nord Anglia Education firmed pricing on its $500 million term loan B (B1/B) due January 2028 at SOFR plus 475 basis points, the low end of the SOFR plus 475 bps to 500 bps talk, and changed the original issue discount to 98 from 97, according to a market source.

In addition, pricing on the up to $1.4 billion equivalent euro term loan B (B1/B) due January 2028 was set at Euribor plus 475 bps, the low end of the Euribor plus 475 bps to 500 bps talk, and the discount talk was modified to a range of 97.5 to 98 from 97, the source said.

As before, the U.S. term loan has a 0.5% floor, the euro term loan has a 0% floor and both loans have 101 soft call protection for six months.

Commitments for the U.S. term loan are due at 5 p.m. ET on Tuesday and commitments for the euro term loan are due at noon ET on Tuesday.

Nord Anglia leads

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

The new debt will be used to extend and refinance the company’s existing U.S. and euro first-lien term loans due September 2024.

BPEA EQT and CPP Investments are the sponsors.

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

EisnerAmper updated

EisnerAmper lifted its fungible incremental covenant-lite term loan B-2 (B2/B-) due July 2028, which launched with a call at 11:30 a.m. ET on Monday, to $150 million from $130 million and released original issue discount talk of 95 to 96 on the debt, a market source remarked.

Like the existing term loan B-2, the incremental term loan is priced at SOFR plus 525 bps with a 0.75% floor.

Commitments are due on Tuesday, the source added. Pricing is expected on Wednesday.

Deutsche Bank Securities Inc. is leading the deal that will be used to fund near-term acquisitions.

EisnerAmper is a New York-based professional services firm with a full suite of accounting, tax and advisory services.

WhiteWater tweaks timing

WhiteWater Whistler accelerated the commitment deadline for its $500 million seven-year senior secured term loan B (Ba2/BB+) to 5 p.m. ET on Tuesday from noon ET on Wednesday, a market source said.

Talk on the term loan is SOFR plus 325 bps to 350 bps with a 0% floor, an original issue discount of 98 to 99, 101 soft call protection for six months and no CSA.

Barclays, Blackstone, Goldman Sachs Bank USA, Credit Suisse Securities (USA) LLC, Macquarie Capital (USA) Inc. and MUFG are leading the deal that will be used to fund I Squared Capital’s acquisition of a 62.5% controlling equity stake in Whistler Pipeline LLC.

Whistler is an owner-operated Gulf Coast natural gas pipeline with direct connection to LNG demand and includes the Whistler Pipeline system, a 70% interest in ADCC Pipeline LLC and a 50% interest in Waha Gas Storage LLC.

Brazos proposed terms

Brazos Midstream held its lender call on Monday morning and announced price talk on its $800 million seven-year senior secured term loan B (B1/B+) at SOFR plus 400 bps to 425 bps with a 0.5% floor and an original issue discount of 98 to 98.5, according to a market source.

The term loan has 101 soft call protection for six months and no CSA.

Commitments are due at noon ET on Jan. 31, the source added.

Barclays, Jefferies LLC, Bank of Oklahoma and Cadence Bank are leading the deal that will be used to refinance an existing term loan B due 2025.

Brazos is a Fort Worth-based natural gas gathering and processing and crude gathering company servicing producers in the Southern Delaware Basin.

Caesars guidance

Caesars Entertainment came out with talk of SOFR+10 bps CSA plus 375 bps with a 0.5% floor, an original issue discount of 97.5 and 101 soft call protection for six months on its $1.75 billion seven-year term loan B (Ba3/B) shortly before its 1:30 p.m. ET lender call kicked off, a market source remarked.

Commitments are due at noon ET on Thursday.

JPMorgan Chase Bank is the left lead on the deal that will be used with $2 billion of senior secured notes, upsized from $1.25 billion, to repay Caesars Resort Collection LLC’s existing term B due 2024 and to pay related fees and expenses.

Due to the bond upsizing, the company is no longer drawing $415 million under its revolver and using $30 million of cash on hand for the refinancing. Instead, the company is adding cash to its balance sheet for general corporate purposes, including optional debt repayment.

Caesars is a Reno, Nev.-based gaming and entertainment company.

Oryx readies deal

Oryx Midstream set a lender call for 10 a.m. ET on Tuesday to launch a $300 million incremental term loan B (//BB) due Oct. 5, 2028, according to a market source.

Barclays is the left lead on the deal that will be used to fund a dividend to the sponsor, recapitalize the company’s balance sheet, and pay associated fees and expenses.

Stonepeak Partners is the sponsor.

Oryx Midstream is a Midland, Tex.-based midstream crude operator in the Permian Basin.

American Greetings on deck

American Greetings will hold a lender call at 1 p.m. ET on Tuesday to launch a roughly $282 million senior secured first-lien term loan due April 6, 2026, a market source said.

Barclays is leading the deal that will be used to amend and extend an existing roughly $282 million senior secured first-lien term loan due April 2024.

American Greetings is a Cleveland-based celebration solutions provider, offering greeting cards, gift packaging, party goods, gifting products and digital offerings.

AOC sets call

AOC emerged with plans to hold a lender call at 10 a.m. ET on Tuesday to launch a non-fungible $350 million incremental term loan (B) due October 2028, according to a market source.

BofA Securities Inc. is the left lead on the deal that will be used with cash on hand to fund a shareholder distribution.

AOC is a Schiphol, Netherlands-based producer of specialty resins.

Evoqua gains

Switching to the secondary market, Evoqua’s term loan was quoted at 99¾ bid, par ½ offered on Monday, up from 99 3/8 bid, par 3/8 offered on Friday, as the company disclosed that it is being purchased by Xylem, a market source remarked.

Under the agreement, Evoqua shareholders will receive 0.480 shares of Xylem for each Evoqua share, representing a value of $52.89 per share or a 29% premium based on Xylem and Evoqua closing prices as of Jan. 20. The all-stock transaction reflects an implied enterprise value of about $7.5 billion.

Closing is expected mid-year, subject to approval by shareholders of Xylem and Evoqua, the receipt of required regulatory approvals and other customary conditions.

Upon closing, Xylem shareholders will own around 75% and Evoqua shareholders will own about 25% of the combined company on a fully diluted basis.

Evoqua is a Pittsburgh-based provider of water treatment solutions and services. Xylem is a Washington D.C.-based water technology company.

Fund flows

In other news, actively managed loan fund flows on Friday were negative $77 million and loan ETFs were positive $33 million, market sources said.

Last week’s $35 million inflow for loan funds was the first in 22 weeks.

Outflows for loan funds total $538 million year to date, sources added. Outflows for loan funds in 2022 were $12.8 billion.

Loan indices rise

IHS Markit’s iBoxx loan indices were stronger on Friday, with the Leveraged Loan indexes (MiLLi) closing out the day up 0.05% and the Liquid Leveraged Loan indices (LLLi) closing out the day up 0.03%.

Month to date, the MiLLi is up 2.05% and the LLLi is up 2.27%.

Average secondary market bids in the U.S. on Friday were 92.42, up 0.01% from the previous day and up 0.59% year to date.

According to the IHS Markit data, some of the top advancers on Friday were National Mentor/Civitas’ March 2021 covenant-lite term loan at 71.50, up from 69.67, Interior Logic’s March 2021 covenant-lite term loan B at 67.25, up from 65.82, and QualTek’s July 2018 covenant-lite term loan at 64.25, up from 63.

Some top decliners on Friday were LogMeIn’s August 2020 covenant-lite term loan B at 46.5, down from 51.38, Jo-Ann Stores’ July 2021 covenant-lite term loan B at 57.5, down from 59.1, and Instant Brands’ April 2021 covenant-lite term loan at 57.60, down from 59.

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