Tropicana, Quest, Vaco, Arxada, System One break; Fluidra updated; Trac revises deadline

By Sara Rosenberg

New York, Jan. 20 – Tropicana (Naked Juice LLC) modified its first- and second-lien term loan sizes, and tightened spreads and issue prices on the debt, and Quest Software moved some funds between its first- and second-lien term loans, updated pricing and finalized original issue discounts, and then these deals freed to trade on Thursday.

Also, Vaco Holdings LLC increased the size of its first-lien term loan, trimmed the spread and revised the issue price before breaking for trading, and deals from Arxada (Herens US Holdco Corp.) and System One Holdings LLC hit the secondary market as well.

In more happenings, Fluidra (Zodiac Pool Solutions LLC) firmed the spread on its U.S. term loan B at the low end of guidance and revised original issue discount talk on its U.S. and euro tranches, and Trac (Stonepeak Tarus Lower Holdings LLC) accelerated the commitment deadline for its second-lien term loan.

Furthermore, Prince International Corp. (PMHC II Inc.), Athletico Physical Therapy, Bakelite Synthetics, Emerald EMS and Vivid Seats LLC (Hoya Midco LLC) disclosed price talk with launch, and Inspire Brands Inc. (IRB Holding Corp.) joined the near-term primary calendar.

Tropicana reworked

Tropicana lifted its seven-year first-lien term loan to $1.925 billion, of which $105 million is delayed-draw, from $1.9 billion, of which $150 million was delayed-draw, and scaled back its eight-year second-lien term loan to $450 million from $520 million, according to a market source.

In addition, pricing on the first-lien term loan was lowered to SOFR+10 basis points CSA plus 325 bps from SOFR+10 bps CSA plus 375 bps and the original issue discount was adjusted to 99.75 from talk in the range of 99 to 99.5, and pricing on the second-lien term loan was trimmed to SOFR+10 bps CSA plus 600 bps from SOFR+10 bps CSA plus 650 bps and the discount was tightened to 99.5 from 99, the source said.

As before, the term loans have a 0.5% floor, ticking fees on the first-lien delayed-draw term loan are half the margin from days 46 to 90 and the full margin thereafter, the first-lien term loan has 101 soft call protection for six months, and the second-lien term loan has call protection of 102 in year one and 101 in year two.

Tropicana hits secondary

Recommitments for Tropicana’s term loans were due at 11:30 a.m. ET on Thursday and the debt broke for trading later in the day, with the first-lien term loan quoted at par bid, par ½ offered and the second-lien term loan quoted at 101¼ bid, 102¼ offered, traders added.

Credit Suisse Securities (USA) LLC, BofA Securities Inc., Rabobank, Barclays, RBC Capital Markets, Citigroup Global Markets Inc., Jefferies LLC and SMBC are leading the deal, with Credit Suisse the left lead on the first-lien and BofA the left lead on the second-lien.

The new debt will be used to help fund the acquisition of a 61% ownership stake by PAI Partners in juice brands, including Tropicana, Naked and Kevita, from PepsiCo Inc.

The sale will result in combined pre-tax cash proceeds of about $3.3 billion, and PepsiCo will retain a 39% non-controlling interest in the newly formed joint venture.

Quest tweaked

Quest Software increased its seven-year first-lien term loan B to $2.81 billion from $2.71 billion, set pricing at SOFR+CSA plus 425 bps, compared to earlier talk of SOFR plus 400 bps to 425 bps, removed a 25 bps step-down at 0.5x inside closing date first-lien leverage and finalized the original issue discount at 99, the wide end of the 99 to 99.5 talk, according to a market source.

Additionally, the company decreased its eight-year second-lien term loan to $765 million from $865 million, set pricing at SOFR+CSA plus 750 bps, versus prior talk of SOFR plus 725 bps to 750 bps, and firmed the discount at 98.5, the wide end of the 98.5 to 99 talk, the source said.

The newly added CSA for the both term loans is 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate.

The company also made some changes to documentation.

The first-lien term loan still has a 25 bps step-down upon an initial public offering, a 0.5% floor and 101 soft call protection for six months, and the second-lien term loan still has a 0.5% floor and hard call protection of 102 in year one and 101 in year two.

Quest frees up

Recommitments for Quest Software’s financing were due at 3 p.m. ET on Thursday, and the debt began trading later in the day, with the first-lien term loan quoted at 99½ bid, 99¾ offered and the second-lien term loan quoted at 98¾ bid, 99¼ offered, a trader added.

Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc., BofA Securities Inc., BMO Capital Markets, Barclays, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Golub Capital, HSBC Securities (USA) Inc., Security Benefit, Wells Fargo Securities LLC, Citizens Bank, Clearlake Capital, Antares Capital, Deutsche Bank Securities Inc., CBAM, BNP Paribas Securities Corp., SVB, UBS Investment Bank and SPC are leading the deal, with Goldman left lead on the first-lien and Morgan Stanley left lead on the second-lien.

The loans will be used to help fund the buyout of the company by Clearlake Capital Group LP from Francisco Partners.

Closing is expected in late January/early February, subject to customary regulatory approvals and conditions.

Quest Software is a cybersecurity, data intelligence and IT operations management software provider.

Vaco revised, breaks

Vaco Holdings raised its seven-year first-lien term loan to $700 million from $600 million, cut pricing to SOFR+CSA plus 500 bps from SOFR+CSA plus 525 bps to 550 bps and changed the original issue discount to 99.5 from 99, a market source remarked.

As before, the term loan has a 0.75% floor, CSA of 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate, and 101 soft call protection for six months.

The company’s now $740 million of credit facilities also include a $40 million five-year revolver.

Recommitments were due at 11 a.m. ET on Thursday and the term loan surfaced in the secondary market in the afternoon, with levels quoted at par bid, par ¾ offered, another source added.

Jefferies LLC, Antares Capital and KKR Capital Markets are leading the deal that will be used to repay existing debt and fund a shareholder distribution.

Vaco is a provider of staffing and consulting services.

Arxada starts trading

Arxada’s fungible $335 million add-on term loan B (B) due July 2028 emerged in the secondary market during the session, with levels quoted at par 3/8 bid, par 5/8 offered, a trader said.

Pricing on the add-on U.S. term loan is Libor plus 400 bps with a 0.75% Libor floor, in line with the existing U.S. term loan, and it was sold at an original issue discount of 99.75.

The company is also getting a fungible €302.41 million add-on term loan B (B) due July 2028 priced at Euribor plus 400 bps with a 0% floor, which matches existing pricing, and it was issued at a discount of 99.75.

During syndication, the breakdown of the U.S. and euro loans finalized from total CHF 621 million equivalent at launch and the discount on the tranches tightened from talk in the range of 99 to 99.5.

Deutsche Bank is the physical bookrunner on the U.S. term loan. Other bookrunners on the term loans are UBS Investment Bank, RBC Capital Markets, Credit Suisse, Credit Agricole CIB, Intesa, MUFG, Societe Generale, Standard Chartered and UniCredit. Credit Suisse is the agent.

Proceeds will help fund the already completed acquisitions of Troy Corp. and Enviro Tech Chemical Services, both manufacturers of microbial control solutions, and to pay acquisition related fees and expenses.

Arxada is a Basel, Switzerland-based specialty chemicals company.

System One breaks

System One's fungible $30 million add-on term loan (B) freed to trade as well, with levels quoted at 99 7/8 bid, par 3/8 offered on the break and then it moved up to close out the day at par 1/8 bid, par 5/8 offered, according to a market source.

Pricing on the add-on term loan is SOFR+CSA plus 400 bps with a 0.75% floor and it was sold at an original issue discount of 99.75. CSA is 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate. The debt has 101 soft call protection through March 2, 2022.

During syndication, the discount on the add-on term loan was revised from 99.5.

Truist Securities is leading the deal that will be used to fund an acquisition, to repay revolver borrowings and for general corporate purposes.

With this transaction, pricing on the company’s existing term loan is being changed to SOFR+CSA plus 400 bps with a 0.75% floor from Libor plus 400 bps with a 0.75% Libor floor.

System One is a Pittsburgh-based provider of specialized workforce solutions and integrated services.

Fluidra modified

Back on the primary market, Fluidra set pricing on its €650 million equivalent U.S. seven-year covenant-lite term loan B (Ba2) at SOFR+CSA plus 200 bps, the low end of the SOFR+CSA plus 200 bps to 225 bps talk, and tightened the original issue discount to 99.75 from 99.5, according to a market source.

Regarding the company’s €450 million euro seven-year covenant-lite term loan B (Ba2), discount talk was changed to a range of 99.75 to par from 99.5, but pricing remained at Euribor plus 225 bps with a 0% floor.

The U.S. term loan still has a 0.5% floor and CSA of 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate, and both loans still have 101 soft call protection for six months.

Recommitments are due at 10 a.m. ET on Friday, the source added.

BBVA, Citigroup Global Markets Inc. and HSBC are the joint global coordinators and bookrunners on the deal, with BBVA the sustainability coordinator, Citi the left lead on the U.S. loan and HSBC the left lead on the euro loan. BofA Securities Inc., BNP Paribas Securities Corp., JPMorgan Chase Bank and Santander are joint bookrunners.

The loans will be used by the Sabadell, Spain-based provider of pool equipment and wellness solutions to refinance existing debt, for general corporate purposes and to pay related transaction fees and expenses.

Trac accelerated

Trac moved up the commitment deadline for its $350 million eight-year second-lien term loan (Caa1/B+) to noon ET on Friday from 5 p.m. ET on Monday, a market source said.

Talk on the term loan is SOFR+CSA of 10 bps plus 700 bps with a 0.5% floor, an original issue discount of 98 to 98.5, and call protection of 102 in year one and 101 in year two.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to fund a distribution to the sponsor.

Trac is a marine chassis pool manager and equipment provider.

Prince proposed terms

Prince International held its lender call on Thursday morning and, shortly before the call began, price talk on its $1.945 billion seven-year covenant-lite first-lien term loan was announced at SOFR+CSA plus 425 bps to 450 bps with a 0.5% floor and an original issue discount of 99.5, according to a market source.

CSA is 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate, the source said.

The term loan has 101 soft call protection for six months.

The $2.27 billion of credit facilities (B3/B-) also include a $325 million revolver.

Commitments are due at 5 p.m. ET on Feb. 1.

Credit Suisse Securities (USA) LLC, Barclays, Goldman Sachs Bank USA, Jefferies LLC, KeyBanc Capital Markets, Deutsche Bank Securities Inc., HSBC Securities (USA) Inc. and BofA Securities Inc. are leading the deal.

Prince buying Ferro

Prince will use the new credit facilities with $500 million in first-lien secured notes, $756 million in senior unsecured notes and $200 million of equity to fund the acquisition of Ferro Corp. for $22.00 per share in cash in a transaction valued at about $2.1 billion, including the assumption of debt, net of cash, and to refinance existing debt.

With the closing of the transaction, Prince, a portfolio company of American Securities LLC, Ferro and Chromaflo Technologies, another American Securities portfolio company, will combine into one company.

Closing is expected this quarter, subject to the approval of Ferro shareholders and the satisfaction of customary conditions, including applicable regulatory approvals.

Prince is a Houston-based developer, manufacturer and marketer of performance-critical specialty products for niche applications in the construction, electronics, consumer products, agriculture, automotive, oil & gas, industrial and other end markets. Ferro is a Mayfield Heights, Ohio-based supplier of technology-based functional coatings and color solutions. Chromaflo is an Ashtabula, Ohio-based provider of colorant technology solutions.

Athletico launches

Athletico Physical Therapy launched on its afternoon call its $875 million seven-year term loan B (B) at talk of SOFR+CSA plus 425 bps to 450 bps with a 0.5% floor and an original issue discount of 99 to 99.5, a market source remarked.

CSA is 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate.

The term loan has 101 soft call protection for six months.

Commitments are due at noon ET on Feb. 1, the source added.

BofA Securities Inc. and BMO Capital Markets are leading the deal that will be used with equity to fund the acquisition of Pivot Health Solutions from PennantPark, to refinance existing debt and to add cash to the balance sheet.

Closing is expected this quarter, subject to customary conditions and regulatory approvals.

Athletico is an Oak Brook, Ill.-based provider of orthopedic rehabilitation services. Pivot Health is a provider of physical therapy, occupational health and onsite corporate health services.

Bakelite guidance

Bakelite Synthetics released talk of SOFR+CSA plus 400 bps to 425 bps with a 0.5% floor, an original issue discount of 99 and 101 soft call protection for six months its $485 million seven-year first-lien term loan (B1/BB-/BB+) with its afternoon lender call, according to a market source.

CSA is 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate.

Ticking fees on the term loan are half the margin from days 46 to 90 and the full margin thereafter.

Commitments are due at noon ET on Feb. 2, the source added.

Goldman Sachs Bank USA, Deutsche Bank Securities Inc., UBS Investment Bank, Macquarie Capital (USA) Inc. and Jefferies LLC are leading the deal that will be used to support the acquisition of the chemicals unit of Georgia-Pacific, refinance existing debt at Bakelite, and pay related fees and expenses.

Black Diamond and Investindustrial are the sponsors.

Bakelite is a Louisville, Ky.-based producer of phenolic specialty resins and engineered thermoset molding compounds. Georgia-Pacific Chemicals is a producer of formaldehyde-based thermosetting resins and formaldehyde solutions.

Emerald EMS talk

Emerald EMS launched on its morning call its $250 million seven-year first-lien term loan at talk of SOFR+CSA plus 625 bps with a 1% floor, an original issue discount of 98 and 101 soft call protection for six months, a market source said.

CSA is 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate.

The company’s $295 million of credit facilities (B3/B-) also include a $45 million revolver.

Commitments are due at 5 p.m. ET on Feb. 3, the source added.

UBS Investment Bank and Barclays are leading the deal that will be used to support the recently completed buyout of the company by Crestview Partners.

Emerald EMS is a Salem, N.H.-based high-tech electronics manufacturing services and design firm.

Vivid holds call

Vivid Seats held a lender call at 3 p.m. ET, launching a $275 million seven-year first-lien term loan (Ba3/B+) at talk of SOFR plus 325 bps with a 0.5% 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 Jan. 27, the source added.

Barclays, BofA Securities Inc., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and RBC Capital Markets are leading the deal that will be used with cash on hand to refinance an existing $466 million first-lien term loan.

Vivid Seats is a Chicago-based ticketing market place and technology partner for live sports, concerts and theater events.

Inspire on deck

Inspire Brands will hold a lender call at 1 p.m. ET on Friday to launch a $2.575 billion senior secured term loan B due Dec. 15, 2027 talked at SOFR+CSA plus 300 bps with a 0.75% floor, a par issue price and 101 soft call protection for six months, a market source remarked.

CSA is 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate.

Commitments are due at 5 p.m. ET on Wednesday, the source added.

Barclays is the left lead on the deal that will be used to reprice an existing term loan B from Libor plus 325 bps with a 1% Libor floor.

Inspire Brands is an Atlanta-based multi-brand restaurant company.

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