Garda, Knot, Foley Products, East West break; Culligan updated; Del Monte accelerated

By Sara Rosenberg

New York, Feb. 11 – Garda World Security Corp. lifted the spread and original issue discount on its incremental term loan, and The Knot removed pricing step-downs from its first-lien term loan and made some changes to documentation, and then these deals freed to trade on Friday.

Other transactions to make their way into the secondary market during the session included Foley Products Co. LLC and East West Manufacturing.

In other news, Covis Pharma widened the original issue discount on its first-lien U.S. and euro term loans, Culligan International Co. added ticking fees to its new incremental funded term loan and launched an amendment to its existing term loans to move to SOFR, and Del Monte accelerated the commitment deadline for its term loan B.

Garda widens, trades

Garda World Security raised pricing on its $700 million seven-year incremental term loan (B2/B/BB+) to SOFR plus 425 basis points from SOFR plus 400 bps and adjusted the original issue discount to 99 from 99.5, according to a market source.

The 0% floor and 101 soft call protection for six months on the term loan were unchanged.

Recommitments were due at 10 a.m. ET on Friday, and the term loan broke for trading in the afternoon, with levels quoted at 99 1/8 bid, 99 5/8 offered, another source added.

JPMorgan Chase Bank is leading the deal that will be used to fund the acquisition of Tidel, a Carrollton, Tex.-based provider of cash automation technology, from Littlejohn & Co. LLC.

Tidel is being purchased by Sesami Cash Management Technologies Corp., a tech-enabled cash ecosystem solution integrator that will operate as an independent entity of Garda.

Garda is a Montreal-based provider of cash logistics and security solutions.

Knot modified, frees

Knot eliminated two 25 bps leverage-based pricing step-downs from its $175 million add-on first-lien term loan due December 2025, a market source remarked.

The company also revised the amendment to its existing term loan to remove the request for a change-of-control allowance, MFN was changed to 50 bps for 24 months from 100 bps for six months and some carve-outs were eliminated, and incremental was decreased, the source continued.

Pricing on the add-on term loan remained at SOFR+10 bps CSA plus 450 bps with a 0% floor and an original issue discount of 99.5, and the debt still has 101 soft call protection for six months.

Recommitments were due at 11 a.m. ET on Friday and the add-on term loan emerged in the secondary market later in the day, with levels quoted at 99½ bid, par offered, another source added.

JPMorgan is leading the deal that will be used to repay an existing second-lien term loan.

With this transaction, pricing on the company’s existing $437 million first-lien term loan will change to SOFR+10 bps CSA plus 450 bps with a 0% floor from Libor plus 450 bps with a 0% Libor floor.

Lenders are getting a 25 bps amendment fee.

Knot, previously known as WeddingWire Inc., is a multiplatform wedding resource.

Foley hits secondary

Foley Products’ $370 million seven-year covenant-lite first-lien term loan (B2/B) began trading during the session, with levels quoted at 99 bid, 99¾ offered, according to a market source.

Pricing on the term loan is SOFR+CSA plus 475 bps with a 0.5% floor and it was sold at an original issue discount of 99. The term loan has 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.

During syndication, pricing on the term loan firmed at the high end of the SOFR+CSA plus 450 bps to 475 bps talk, MFN was changed to 50 bps for life from 50 bps for 12 months and some carve-outs were removed, and incremental was revised to $54.375 million and 75% of EBITDA from $72.5 million and 100% of EBITDA.

Credit Suisse Securities (USA) LLC and Truist are leading the deal that will be used to recapitalize Foley in conjunction with a minority investment from Oaktree Capital for a 37% stake in the company.

Foley is a Columbus, Ga.-based producer of precast concrete products.

East West breaks

East West Manufacturing’s $275 million seven-year covenant-lite term loan B and $40 million delayed-draw term loan freed up too, with levels quoted at 99 bid, 99½ offered, a market source said.

Pricing on the term loan debt is SOFR plus 575 bps with a 25 bps step-down at 4.5x leverage and a 0.75% floor. The debt was sold at an original issue discount of 99 and has 101 soft call protection for six months.

During syndication, pricing on the term loans firmed at the high end of the SOFR plus 550 bps to 575 bps talk, a 25 bps step-down at 5x leverage and a 25 bps step-down upon an initial public offering were removed, ticking fees were changed to half the margin from days 46 to 90 and the full margin thereafter from 1% starting on day 91, revisions were made to MFN, incremental, excess cash flow sweep, restricted payments, investments and EBITDA, and J. Crew, Chewy and Serta protections and quarterly calls were added.

The company’s $355 million of credit facilities (B3/B-) also include a $40 million five-year revolver.

KeyBanc Capital Markets, ING and TD Securities (USA) LLC are leading the deal that will be used to help fund the buyout of the company by MSD Partners.

East West is an Atlanta-based integrated design, manufacturing, and distribution services partner for original equipment manufacturers and distributors.

Covis revised

Back in the primary market, Covis Pharma modified the original issue discount on its $595 million five-year senior secured first-lien term loan B to 90 from revised talk of 93 and initial talk in the range of 98 to 99, and changed the discount on its $350 million equivalent euro five-year first-lien term loan to 90 from 93, according to a market source.

Also, the first-lien U.S. and euro MFN protection was revised to include a provision that to the extent either tranche is not fully subscribed, it will be subject to three months MFN at a discount of 90, the source said.

As before, the U.S. first-lien term loan is priced at SOFR+CSA plus 650 bps with a 0.75% floor, and has CSA of 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate, the euro term loan is priced at Euribor plus 650 bps with a 0% floor and both loans have 101 soft call protection for one year.

Along with the first-lien term loans, the company is getting a $312 million seven-year second-lien term loan priced at SOFR+CSA plus 975 bps with a 1% floor.

Previously in syndication, the U.S. first-lien term loan was upsized from a revised amount of $550 million and an initial size of $350 million, pricing was lifted from SOFR+CSA plus 625 bps and the call protection was extended from six months, the euro term loan was added to the transaction, and the second-lien term loan was upsized from $300 million after being added after launch.

Covis refinancing

Covis will use the new term loans to refinance existing debt, including the debt incurred to fund the acquisition of products from AstraZeneca, and to pay fees and expenses.

Final commitments are due at 8 a.m. ET on Monday with allocations to follow, the source added.

Barclays is the left lead on the deal.

The company’s plans for a U.S. secured notes offering for the refinancing for total notes proceeds of $850 million equivalent was eliminated upon the first upsizing to the U.S. first-lien term loan B and the addition of the second-lien term loan, and plans for a $350 million equivalent euro secured notes offering were terminated with the addition of the euro term loan.

Covis is a Zug, Switzerland-based pharmaceutical company with a focus on medicines in respiratory and hospital/critical care.

Culligan tweaks deal

Culligan added ticking fees to its new $1.1 billion incremental covenant-lite funded term loan B due July 30, 2028 of half the margin from days 61 to 120 and the full margin thereafter, a market source said. The fees will begin to accrue on allocation date.

Talk on the incremental term loan as well as on a $250 million delayed-draw covenant-lite term loan is SOFR plus 400 bps with a step-downs to SOFR plus 375 bps at 4.75x leverage and SOFR plus 350 bps at 4.25x leverage, 0 bps CSA, a 0.5% floor, an original issue discount of 99 to 99.5 and 101 soft call protection for six months.

The term loans will be used to fund the acquisition of Waterlogic Group Holdings, a Maidenhead, U.K.-based designer, manufacturer, distributor and service provider of drinking water dispensers and accessories, for general corporate purposes and to pay related fees and expenses.

Closing is expected in the second half of this year, subject to regulatory approvals and other customary conditions.

Culligan seeks amendment

Also on Friday, Culligan launched an amendment to its existing $2.1 billion term loan B due July 30, 2028 and existing $150 million delayed-draw term loan to transition the base rate to SOFR from Libor, the source continued.

Pricing on the amended term loans is SOFR plus 400 bps with step-downs to SOFR plus 375 bps at 4.75x leverage and SOFR plus 350 bps at 4.25x leverage, 0 bps CSA and a 0.5% floor, and the amended loans are offered at par.

Prior to the effectiveness of the amendment, the company intends to draw down all existing delayed-draw term loan commitments that are currently undrawn, the source added.

Commitments for the new term loan debt and amendment consents are due at 5 p.m. ET on Wednesday.

Morgan Stanley Senior Funding Inc. is the left lead on the senior secured deal (B3/B).

Culligan is a Rosemont, Ill.-based provider of water treatment products and services.

Del Monte accelerated

Del Monte moved up the commitment deadline for its $525 million seven-year term loan B (B3/B) to 5 p.m. ET on Monday from Wednesday, a market source remarked.

Talk on the term loan is SOFR+CSA plus 425 bps to 450 bps with a 0.5% floor, an original issue discount of 99, CSA of 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate, 101 soft call protection for six months, and ticking fees of half the margin for days 31 to 60 and the full margin thereafter.

Goldman Sachs Bank USA, JPMorgan Chase Bank, Wells Fargo Securities LLC, BMO Capital Markets, MUFG and Capital One are leading the deal that will be used to refinance the company’s existing capital structure.

Del Monte is a producer, distributor and marketer of plant-based food products.

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