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Published on 6/15/2021 in the Prospect News Bank Loan Daily.

Samsonite, E2open, AccentCare break; ICON, Madison IAQ, Colibri, Pregis changes surface

By Sara Rosenberg

New York, June 15 – Samsonite International SA set the spread on its term loan B-2 at the low end of guidance and tightened the issue price, and E2open revised the original issue discount on its add-on term loan B, and then these deals freed to trade on Tuesday. AccentCare Inc.’s term loan B broke for trading as well.

In more happenings, ICON plc increased the size of its term loan B, trimmed pricing and added a step-down, Madison IAQ downsized its first-lien term loan, reduced the spread, added a step-down and modified the original issue discount, and Colibri widened price talk on its term loan B.

Also, Pregis (Pregis Topco LLC) tightened the issue price on its incremental first-lien term loan, and Osmose Utilities Services Inc., Fairbanks Morse Defense and MaxLinear Inc. moved up the commitment deadlines for their loan transactions.

Furthermore, EAB, International-Matex Tank Terminals (ITT Holdings LLC), Kantar, Quantum Health Inc., Gibson Brands Inc., Dynata and Forcepoint announced price talk with launch.

Additionally, Cengage Learning Inc., Element Solutions Inc., Cano Health LLC, Herman Miller Inc., Padagis LLC, RE/MAX LLC and Gastro Health joined this week’s new issue calendar.

Samsonite updated, trades

Samsonite firmed pricing on its $495.5 million term loan B-2 (B+) due April 25, 2025 at Libor plus 300 basis points, the low end of the Libor plus 300 bps to 325 bps talk, and moved the original issue discount to 99.75 from 99.5, according to a market source.

The 0.75% Libor floor and 101 soft call protection for six months on the term loan B-2 were unchanged.

Recommitments were due at 3:30 p.m. ET on Tuesday and the term loan began trading late in the day, with levels quoted at 99¾ bid, par offered, another source added.

HSBC Securities (USA) Inc. is the left lead on the deal that will be used to reprice an existing term loan B-2 down from Libor plus 450 bps with a 1% Libor floor. Bank of America is the agent.

The term loan B-2 is currently sized at $595.5 million but will be paid down by $100 million from balance sheet cash.

Samsonite is a Hong Kong-based manufacturer of bags and luggage.

E2open modified

E2open changed the original issue discount on its fungible $380 million add-on term loan B (B2/B) due February 2028 to 99.875 from talk in the range of 99 to 99.5, a market source remarked.

The add-on term loan is priced at Libor plus 350 bps with a 25 bps step-down at less than 3.3x first-lien net leverage and a 0.5% Libor floor, in line with the existing term loan B, and has a ticking fee of half the margin from days 46 to 90 and the full margin thereafter.

Both the add-on and the existing term loans are getting 101 soft call protection for six months.

Goldman Sachs Bank USA and Credit Suisse Securities (USA) LLC are leading the deal.

E2open frees up

Recommitments for E2open’s add-on term loan B were due at 1 p.m. ET on Tuesday and the debt for trading in the afternoon, with levels quoted at 99 7/8 bid, par 3/8 offered, another source added.

The loan will be used with a common equity PIPE to fund the acquisition of BluJay Solutions for 72.4 million shares of class A common stock and about $760 million of cash. The transaction is valued at around $1.7 billion.

Pro forma net leverage is expected to be 4.1x fiscal year 2022 EBITDA at closing.

Closing is targeted for the third quarter, subject to regulatory and shareholder approvals.

E2open is an Austin, Tex.-based network-based provider of cloud-based, mission-critical, end-to-end supply chain management software. BluJay is a Holland, Mich.-based cloud-based, logistics execution platform.

AccentCare hits secondary

AccentCare’s $873.4 million term loan B (B-) due June 2026 also freed up for trading, with levels quoted at par 1/8 bid, par ½ offered, according to a market source.

Pricing on the term loan is Libor plus 400 bps with a 0% Libor floor and it was issued at par. The loan has 101 soft call protection for six months.

During syndication, pricing on the term loan was reduced from talk in the range of Libor plus 425 bps to 450 bps.

JPMorgan Chase Bank is leading the deal that will be used to combine two term loans into one tranche through a refinancing/repricing.

AccentCare, an Advent International portfolio company, is a Dallas-based provider of post-acute health care.

ICON reworked

Back in the primary market, ICON raised its seven-year covenant-lite term loan B (Ba1/BB+) to $5.515 billion from $4 billion, cut pricing to Libor plus 250 bps from Libor plus 275 bps and added a 25 bps step-down at 4x first-lien net leverage, a market source said.

The term loan still has a 0.5% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months.

Citigroup Global Markets Inc. is global coordinator and left lead on the deal. JPMorgan Chase Bank is a joint bookrunner, and Santander, HSBC Securities (USA) Inc. and Morgan Stanley Senior Funding Inc. are joint lead arrangers.

Recommitments are due at noon ET on Wednesday with pricing and allocations expected thereafter, the source added. Commitments were originally scheduled to be due at 5 p.m. ET on Wednesday.

ICON buying PRA

ICON will use the term loan B with cash on hand and $500 million of secured notes, downsized from $2.015 billion with the term loan upsizing, to fund the acquisition of PRA Health Sciences Inc. for $80 in cash and 0.4125 of a share of ICON’s stock, and to refinance existing debt at both companies. The PRA transaction is valued at about $12 billion.

Closing is expected on July 1.

Pro forma net debt is expected to be around 4.5x at close.

ICON is a Dublin-based provider of outsourced drug and device development and commercialization services to the pharmaceutical, biotechnology and medical device industries, and government and public health organizations. PRA is a Raleigh, N.C.-based contract research organization.

Madison changes emerge

Madison IAQ scaled back its seven-year first-lien term loan (B1/B) to $1.825 billion from $1.925 billion, trimmed pricing to Libor plus 325 bps from talk in the range of Libor plus 350 bps to 375 bps, added a 25 bps step-down at 3.6x net first-lien leverage and tightened the original issue discount to 99.5 from 99, a market source said.

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

Commitments were due at 5 p.m. ET on Tuesday, the source added.

Goldman Sachs Bank USA, Citigroup Global Markets Inc., CIBC, Barclays, BofA Securities Inc., HSBC Securities (USA) Inc., MUFG, Capital One, Golub and Stifel are leading the deal that will be used with $700 million of senior secured notes, upsized from $600 million, $1.035 billion of senior unsecured notes, upsized from $885 million, and equity from Madison Industries to fund the acquisition of Nortek Air from Melrose Industries plc and refinance Madison IAQ’s existing debt.

Closing is expected this summer.

Madison IAQ is a provider of indoor air quality solutions. Nortek Air is a provider of critical air management, thermal and HVAC solutions.

Colibri revises talk

Colibri modified price talk on its $400 million seven-year term loan B to a range of Libor plus 475 basis points to 500 bps from Libor plus 450 bps, according to a market source.

As before, the term loan is talked with a 0.75% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

The company’s $430 million of credit facilities (B3/B-) also include a $30 million revolver.

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

RBC Capital Markets and Jefferies LLC are leading the deal that will be used to refinance existing privately placed debt.

Gridiron Capital is the sponsor.

Colibri is a St. Louis-based provider of online learning solutions for professional education.

Pregis tightens price

Pregis changed the issue price on its fungible $67.5 million incremental first-lien term loan due August 2026 to par from 99.75, a market source said.

The incremental term loan and repricing of the company’s existing $232.5 million covenant-lite first-lien term loan due August 2026 are still priced at Libor plus 400 bps with a 25 bps step-down at 4.35x first-lien net leverage and a 0.5% Libor floor, the repricing is still offered at par and all of the term loan debt is still getting 101 soft call protection for six months.

Commitments were due at 5 p.m. ET on Tuesday, moved up from 5 p.m. ET on Wednesday, the source added.

Credit Suisse Securities (USA) LLC, Barclays, Deutsche Bank Securities Inc., Morgan Stanley Senior Funding Inc., UBS Investment Bank and Wells Fargo Securities LLC are leading the deal.

The incremental term loan will be used to fund growth capital expenditures and the repricing will take the existing term loan down from Libor plus 425 bps with a 0.75% Libor floor.

Pregis is a Deerfield, Ill.-based supplier of packaging systems, consumables and surface protection films.

Osmose moves deadline

Osmose Utilities Services moved up the commitment deadline for its $760 million seven-year first-lien term loan (B2/B) to noon ET on Wednesday from 5 p.m. ET on Wednesday, a market source remarked.

Talk on the first-lien term loan is Libor plus 350 bps to 375 bps with a 25 bps step-down at 4.75x net first-lien secured leverage, a 0.5% Libor floor, an original issue discount of 99 and 101 soft call protection for six months.

The company is also getting a $270 million privately placed second-lien term loan.

Goldman Sachs Bank USA, RBC Capital Markets, UBS Investment Bank and Societe Generale are leading the deal that will be used to refinance the company’s existing capital structure and fund a distribution to shareholders.

EQT Infrastructure is the sponsor.

Osmose Utilities is a Peachtree City, Ga.-based provider of structural integrity management and resiliency services for utility and telecommunications infrastructure within the United States.

Fairbanks tweaks timing

Fairbanks Morse Defense accelerated the commitment deadline for its $510 million seven-year senior secured first-lien term loan (B2/B) and $155 million eight-year second-lien term loan (Caa2/CCC+) to 4 p.m. ET on Wednesday from 4 p.m. ET on Thursday, according to a market source.

The first-lien term loan is talked at Libor plus 475 bps with a 0.75% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, and the second-lien term loan is talked at Libor plus 825 bps with a 0.75% Libor floor, a discount of 98.5 and hard call protection of 102 in year one and 101 in year two.

The company’s $740 million of credit facilities also include a $75 million five-year revolver (B2/B).

Jefferies LLC, BMO Capital Markets and UBS Investment Bank are leading the deal that will be used to refinance existing debt and fund a distribution to shareholders.

Fairbanks Morse Defense is a Beloit, Wis.-based provider of propulsion systems, ancillary power, motors and controllers for the U.S. Navy and U.S. Coast Guard, and provider of associated parts and maintenance services.

MaxLinear accelerated

MaxLinear moved up the commitment deadline for its $350 million seven-year covenant-lite term loan B (Ba3/BB-) to noon ET on Wednesday from 3 p.m. ET on Thursday, a market source remarked.

Talk on the term loan is Libor plus 250 bps with a 0.5% Libor floor, an original issue discount of 99.5 and 101 soft call protection for six months.

Wells Fargo Securities LLC, MUFG, BMO Capital Markets and Citizens Bank are leading the deal that will be used to repay a term loan A due 2023 and a term loan B due 2024.

The company also plans on getting a new $100 million revolver due 2026.

MaxLinear is a Carlsbad, Calif.-based provider of integrated, radio-frequency analog, and mixed-signal semiconductor solutions for broadband communications applications.

EAB guidance

EAB held its call on Tuesday morning and announced talk on its $745 million first-lien term loan (B-) at Libor plus 350 bps to 375 bps with a 0.5% Libor floor, an original issue discount of 99 and 101 soft call for six months, according to a market source.

Commitments are due on June 25, the source added.

Macquarie Capital (USA) Inc., Deutsche Bank Securities Inc., CPPIB, BMO Capital Markets and HSBC Securities (USA) Inc. are leading the deal.

The company is also getting a $270 million privately placed second-lien term loan that was placed by UBS Investment Bank.

The new debt will be used to fund a recapitalization by BC Partners.

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

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

International-Matex talk

International-Matex Tank Terminals released price talk of Libor plus 300 bps to 325 bps with a 0.5% Libor floor and an original issue discount of 99.5 on its $650 million seven-year senior secured term loan that launched with a call during the session, a market source said.

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

The company’s $950 million of credit facilities (Ba2/BB) also include a $300 million five-year revolver.

Commitments are due on June 23, the source added.

Jefferies LLC, Wells Fargo Securities LLC, CIBC, First Horizon, MUFG and Regions Bank are leading the deal that will be used with senior unsecured debt to refinance existing debt and fund a distribution.

International-Matex is a New Orleans-based handler and storer of bulk liquid products.

Kantar proposed terms

Kantar launched on its morning call its $500 million first-lien term loan B (B2/B-) due December 2026 at talk of Libor plus 500 bps with a 0.75% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, according to a market source.

Commitments are due on June 29, the source added.

Goldman Sachs Bank USA, Morgan Stanley Senior Funding Inc., BofA Securities Inc., Barclays, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and Jefferies LLC are leading the deal that will be used with $400 million of other senior secured debt, a $350 million shareholder equity contribution and $150 million of cash on the balance sheet to fund the acquisition of Numerator.

Closing is expected by the third quarter, subject to the relevant legal and regulatory processes.

Pro forma for the transaction, senior secured net debt is expected to be 3.9x and secured net debt is expected to be 4.5x.

Kantar is a London-based data analytics and brand consulting group. Numerator is a Chicago-based, tech-driven consumer and market intelligence company.

Quantum launches

Quantum Health held a lender call at 2:30 p.m. ET on Tuesday, launching a $300 million covenant-lite first-lien term loan (B3/B-) due December 2027 talked at Libor plus 450 bps with a 25 bps step-down at 4x first-lien net leverage, a 0.75% Libor floor, a par issue price and 101 soft call protection for six months, a market source said.

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

Credit Suisse Securities (USA) LLC is leading the deal that will be used to reprice an existing term loan down from Libor plus 500 bps with a 0.75% Libor floor.

Quantum Health is a Columbus, Ohio-based consumer health care navigation and care coordination company.

Gibson reveals guidance

Gibson Brands launched on its afternoon call its $250 million seven-year term loan B (B2/B-) at talk of Libor plus 550 bps with a 0.75% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, according to a market source.

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

KKR Capital Markets and JPMorgan Chase Bank are leading the deal that will be used to refinance existing debt and fund a dividend.

Gibson Brands is a Nashville-based maker of musical instruments and audio equipment.

Dynata sets talk

Dynata came out with original issue discount talk of 97.5 to 98 on its fungible $75 million add-on term loan B due December 2024 that launched with a call in the morning, a market source remarked.

Pricing on the add-on term loan is Libor plus 550 bps with a 1% Libor floor, in line with existing term loan pricing, and the add-on term loan has 101 soft call protection for six months.

Commitments are due on Monday, the source added.

Goldman Sachs Bank USA is leading the deal that will be used to repay revolver borrowings and fund cash to the company’s balance sheet.

Dynata is a provider of digital data collection for consumer and B2B survey research.

Forcepoint holds call

Forcepoint surfaced in the morning with plans to hold a lender call at 1 p.m. ET to launch a fungible $55 million incremental first-lien term loan (B3/B-) due Jan. 8, 2028 talked with an original issue discount of 99.75, a market source said.

Like the existing term loan, the incremental term loan is priced at Libor plus 450 bps with a 25 bps step-down at 4x first-lien gross leverage and a 0.5% Libor floor, and has 101 soft call protection until July 8.

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

Credit Suisse Securities (USA) LLC is leading the deal that will be used to fund the acquisition of Deep Secure, a U.K.-based provider of cybersecurity products, and pay fees and expenses.

Closing is expected in August, subject to regulatory review and customary conditions.

Forcepoint is an Austin, Tex.-based provider of cybersecurity solutions.

Cengage joins calendar

Cengage set a lender call for 10:30 a.m. ET on Wednesday to launch a $1.25 billion first-lien term loan B, according to a market source.

Morgan Stanley Senior Funding Inc. is the left lead on the deal that will be used with $400 million of other secured debt to refinance the company’s existing term loan B.

Cengage is a Boston-based educational content, technology and services company for the higher education and K-12, professional, library and workforce training markets.

Element readies loan

Element Solutions will hold a lender call at 11 a.m. ET on Wednesday to launch a fungible $400 million tack-on senior secured term loan B, a market source remarked.

Commitments are due at noon ET on June 23, the source added.

Goldman Sachs Bank USA is the left lead on the deal that will be used with cash on hand to fund the acquisition of Coventya Holding SAS for about €420 million, including the assumption or repayment of debt, subject to certain adjustments.

Closing is expected late in the third quarter or in the fourth quarter, subject to regulatory approvals, completion of required employee consultation procedures and other customary conditions.

The company currently has a $733 million term loan B (Ba1/BBB-) due Jan 31, 2026 that is priced at Libor plus 200 bps with a 0% Libor floor.

Element Solutions is a Fort Lauderdale, Fla.-based diversified specialty chemicals company. Coventya is a France-based provider of specialty chemicals for the surface finishing industry.

Cano coming soon

Cano Health scheduled a lender call for 11:30 a.m. ET on Wednesday to launch a fungible $295 million incremental covenant-lite first-lien term loan due November 2027, according to a market source.

Like the existing term loan, the incremental term loan is priced at Libor plus 450 bps with a 25 bps step-down at B2/B corporate family ratings and a 0.75% Libor floor. Original issue discount talk on the incremental term loan is not yet available, the source said.

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

Commitments are due at 5 p.m. ET on June 23, the source added.

Credit Suisse Securities (USA) LLC is leading the deal that will be used to help fund the acquisition of University Health Care, a private medical provider, for $540 million in cash and $60 million in equity.

Pro forma for the transaction, the first-lien term loan will total $549 million.

Cano Health is a Miami-based tech-powered, value-based care delivery platform.

Herman Miller on deck

Herman Miller emerged with plans to hold a lender call at 11 a.m. ET on Wednesday to launch a $625 million term loan B (Ba1/BBB-), a market source said.

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 that will be used to help fund the 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.

Padagis plans call

Padagis will hold a lender call at 12:30 p.m. ET on Wednesday to launch an $850 million seven-year term loan B (B1/B) talked at Libor plus 475 bps with a 25 bps step-down at 0.5x inside closing date net first-lien leverage, a 0.5% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, according to a market source.

Commitments are due at 5 p.m. ET on June 29, the source added.

JPMorgan Chase Bank and Goldman Sachs Bank USA are leading the deal that will be used to help fund the acquisition of Perrigo Co. plc’s prescription pharmaceuticals business, which will be renamed Padagis, by Altaris Capital Partners LLC for total consideration of about $1.55 billion.

Closing is expected by the end of the third quarter, subject to customary conditions.

RE/MAX readies deal

RE/MAX set a lender call for 11 a.m. ET on Wednesday to launch a $460 million seven-year term loan B talked at Libor plus 250 bps to 275 bps with a 0.5% Libor floor, an original issue discount of 99 and 101 soft call protection for six months, a market source remarked.

Commitments are due at 5 p.m. ET on June 24, the source added.

JPMorgan Chase Bank is leading the deal that will be used to refinance existing debt and for general corporate purposes.

RE/MAX is a Denver-based franchisor of real estate brokerage services.

Gastro on deck

Gastro Health scheduled a lender call for Wednesday to launch a $300 million first-lien term loan and a $100 million delayed-draw first-lien term loan, according to a market source.

The company’s $550 million of credit facilities also include a $60 million revolver and a $90 million privately placed second-lien term loan.

BMO Capital Markets and Antares Capital are leading the deal that will be used to help fund the buyout of the company by Omers.

Closing is expected this quarter, subject to certain conditions, including regulatory approvals.

Gastro Health is a Miami-based platform supporting medical groups specializing in the treatment of gastrointestinal disorders, nutrition and digestive health.


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