Whatabrands, Pike, Sotera Health, Grocery Outlet update loan terms, free to trade

By Sara Rosenberg

New York, July 19 – Whatabrands LLC (Whataburger) finalized the spread on its term loan B at the low end of guidance, added a step-down and tightened the original issue discount, and Pike Corp. reduced pricing on its term loan B and set the issue price at the narrow side of talk, and then both of these deals made their way into the secondary market on Friday.

Also before freeing up for trading, Sotera Health Holdings LLC set the spread on its incremental first-lien term loan at the low end of talk, and Grocery Outlet Inc. (GOBP Holdings Inc.) firmed pricing on its term loan B at the high end of guidance and added a ratings-based step-down.

In other news, LegalShield joined the near-term primary calendar, and Access CIG LLC came out with details on its proposed incremental first-lien term loan.

Whatabrands revised, breaks

Whatabrands firmed pricing on its $1.33 billion seven-year covenant-lite first-lien term loan B at Libor plus 325 basis points, the low end of the Libor plus 325 bps to 350 bps, added a step-down to Libor plus 300 bps at 4x first-lien net leverage and moved the original issue discount to 99.75 from 99.5, according to a market source.

As before, the term loan has a 0% Libor floor and 101 soft call protection for six months.

The company’s $1.53 billion of senior secured credit facilities (B1/B+) also include a $200 million five-year revolver.

Recommitments were due at 10 a.m. ET on Friday and the term loan B freed to trade in the afternoon, with levels seen at par 1/8 bid, par 5/8 offered, a trader added.

Morgan Stanley Senior Funding Inc., UBS Investment Bank and Credit Suisse Securities (USA) LLC are leading the deal that will be used to fund the buyout of Whataburger by BDT Capital Partners LLC.

Closing is expected in late July, subject to regulatory approval and other customary conditions.

Whatabrands is a San Antonio, Tex.-based restaurant company.

Pike flexes, trades

Pike trimmed the spread on its $1.02 billion seven-year covenant-lite first-lien term loan B (B2/B) to Libor plus 325 bps from Libor plus 350 bps and finalized the original issue discount at 99.75, the tight end of the 99.5 to 99.75 talk, a market source remarked.

The term loan still has a 1% Libor floor and 101 soft call protection for six months.

Recommitments were due at 10 a.m. ET on Friday and the term loan B started trading in the afternoon, with levels quoted at par ¼ bid, par ¾ offered a trader added.

Morgan Stanley Senior Funding Inc. is leading the deal that will be used to refinance existing debt, fund an acquisition and pay related fees and expenses.

Closing is expected on Wednesday.

Pike is a Mount Airy, N.C.-based specialty construction and engineering firm.

Sotera finalized, frees up

Sotera Health set pricing on its non-fungible $320 million senior secured incremental first-lien term loan (B1/B) due May 15, 2022 at Libor plus 350 bps, the low end of the Libor plus 350 bps to 375 bps talk, and left the 1% Libor floor, original issue discount of 99.5 and 101 soft call protection for six months unchanged, a market source said.

The incremental term loan then began trading on Friday, with levels quoted at 99¾ bid, par ¼ offered, the source said.

Jefferies LLC, J.P. Morgan Securities LLC, Barclays, RBC Capital Markets, Goldman Sachs Bank USA, ING and SMBC are leading the deal that will be used to fund a distribution to shareholders.

Sotera is a Broadview Heights, Ohio-based provider of mission-critical health sciences, lab services and sterilization solutions for the health care industry.

Grocery updated, breaks

Grocery Outlet finalized the spread on its $475,187,500 covenant-lite first-lien term loan B (B2/B+) due Oct. 22, 2025 at Libor plus 350 bps, the wide end of the Libor plus 325 bps to 350 bps guidance, and added a step-down to Libor plus 325 bps upon a corporate rating of B1 from Moody’s Investors Service, according to a market source.

The term loan still has a 0% Libor floor, a par issue price and 101 soft call protection for six months.

Recommitments were due at 10 a.m. ET on Friday and the term loan B emerged in the secondary market later in the day, with levels seen at par ¼ bid, par 5/8 offered, a trader added.

Morgan Stanley Senior Funding Inc., BofA Securities Inc., Deutsche Bank Securities Inc. and Jefferies LLC are leading the deal that will be used to reprice an existing term loan B down from Libor plus 375 bps with a 0% Libor floor.

Closing is expected during the week of July 22.

Grocery Outlet is an Emeryville, Calif.-based grocery store operator.

LegalShield readies loan

In more happenings, LegalShield emerged with plans to hold a lender call at 2 p.m. ET on Monday to launch a fungible $60 million add-on first-lien term loan B, a market source said.

RBC Capital Markets is the left lead on the deal that will be used to repay revolver borrowings and complete near term acquisitions.

The company’s existing first-lien term loan B is sized at $678 million.

LegalShield is an Ada, Okla.-based provider of legal plans and identity theft solutions.

Access CIG structure

Access CIG intends to launch on its previously announced lender call at 3 p.m. ET on Monday a fungible $150 million incremental first-lien term loan (B2/B) due February 2025, and will also be getting a fungible $50 million incremental first-lien delayed-draw term loan (B2/B) that has been privately placed, according to a market source.

Pricing on the add-on term loan is Libor plus 375 bps, in line with existing term loan pricing, and the debt will get 101 soft call protection for six months, the source said.

Commitments are due at 4 p.m. ET on July 26.

Jefferies LLC, Golub, Macquarie Capital (USA) Inc. and Nomura are leading the deal that will be used to fund 13 immediately actionable acquisitions under letters of intent.

Access CIG is a Livermore, Calif.-based provider of physical and digital records and information management services.

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