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Published on 3/23/2022 in the Prospect News Bank Loan Daily.

SS&C Technologies, Owens & Minor, Forefront, Century Casinos break; Avis tweaks deal

By Sara Rosenberg

New York, March 23 – SS&C Technologies Holdings Inc. launched syndication of its incremental term loans in the morning and allocated in the afternoon, with the debt freeing up for trading above its original issue discount.

Also, before making its way into the secondary market, Owens & Minor Inc. reduced the size of its term loan B and extended the call protection, and added a term loan A to its capital structure.

In addition, Forefront Dermatology (Dermatology Intermediate Holdings III Inc.) lowered the spread on its first-lien term loan and finalized the issue price at the wide end of talk, and Century Casinos Inc. raised pricing on its term loan B, and then these deals broke for trading as well.

Furthermore, Avis Budget Group Inc. came to market with an add-on term loan C, upsized the transaction and set the original issue discount at the tight side of guidance, and Houghton Mifflin Harcourt Co. and Help at Home (HAH Group Holding Co. LLC) released price talk with launch.

SS&C comes to market

SS&C launched on Wednesday morning $1.53 billion of incremental senior secured term loans (Ba2/BB+) due March 22, 2029, split between a $650 million term loan B-6 and an $880 million term loan B-7, according to a market source.

The term loan debt is priced at SOFR+CSA plus 225 basis points with a 0.5% floor and an original issue discount of 97.5, and has 101 soft call protection for six months, the source said.

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

Both tranches have the same terms, collateral and guarantees. The difference between the tranches is that B-6 is at the U.S. co-borrower and the B-7 is at the Lux co-borrower, the source explained.

RBC Capital Markets, Credit Suisse Securities (USA) LLC, JPMorgan Chase Bank, Goldman Sachs Bank USA and Citigroup Global Markets Inc. are leading the deal.

SS&C hits secondary

Commitments for SS&C’s incremental term loans were due at noon ET on Wednesday and the debt began trading in the afternoon, with the strip of term loan B-6 and term loan B-7 quoted at 97¾ bid, 98½ offered on the break and then it moved to 98 bid, 98½ offered, a trader added.

The term loans are being used to help fund the recently completed acquisition of Blue Prism Group plc for roughly $1.6 billion.

The company had a lender call scheduled earlier this month to launch the transaction, but that call was cancelled because of unfavorable market conditions. At that time, the transaction was going to consist of an $800 million term loan B-6 and an $880 million term loan B-7, for a total of $1.68 billion of incremental term loans. The amount of term loan borrowings was since reduced by $150 million due to a revolver draw.

SS&C is a Windsor, Conn.-based provider of services and software for the financial services and health care industries. Blue Prism is a U.K.-based provider of intelligent automation for the enterprise.

Owens reworked, frees

Owens & Minor scaled back its seven-year term loan B to $600 million from $1.2 billion, added a $500 million term loan A and upsized its senior notes offering to $600 million from $500 million, a market source said.

Additionally, the 101 soft call protection on the term loan B was extended to one year from six months.

Pricing on the term loan B remained at SOFR+10 bps CSA plus 375 bps with a 0.5% floor and an original issue discount of 98.5, and the term loan A is priced at SOFR plus 250 bps, the source continued.

During the session, the term loan B freed to trade, with levels quoted at 99 bid, 99¾ offered, another source added.

JPMorgan Chase Bank, BofA Securities Inc., Citigroup Global Markets Inc., PNC Capital Markets, Regions Securities, Capital One, Citizens and KKR Capital Markets are leading the deal that will be used to help fund the acquisition of Apria Inc. for $37.50 in cash per share of common stock, representing an equity value of $1.45 billion and a total transaction value of $1.6 billion, including the assumption of debt and cash.

Closing is subject to Apria stockholder approval and other customary conditions.

Owens & Minor is a Richmond, Va.-based health care solutions company. Apria is an Indianapolis-based provider of integrated home health care equipment and related services.

Forefront tweaked, trades

Forefront Dermatology trimmed pricing on its $635 million seven-year first-lien term loan, of which $100 million is a delayed-draw tranche, to SOFR plus 425 bps from SOFR plus 450 bps and set the original issue discount at 98, the wide end of the 98 to 98.5 talk, according to a market source.

The term loan still has a 0.5% floor and 101 soft call protection for six months and delayed-draw ticking fees remained at half the margin from days 46 to 90 and the full margin thereafter.

The company’s $730 million of credit facilities (B2/B) also include a $95 million revolver.

Recommitments were due at 2 p.m. ET on Wednesday and the term loan broke for trading not long thereafter, with levels quoted at 98½ bid, 99½ offered, another source added.

Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., RBC Capital Markets, UBS Investment Bank and Natixis are leading the deal that will be used to help fund the buyout of the company by Partners Group from Omers Private Equity. Omers will maintain a minority equity stake in the company.

Forefront is a Manitowoc, Wis.-based dermatology physician practice.

Century revised, breaks

Century Casinos lifted pricing on its $350 million seven-year covenant-lite term loan B (B3/B) to SOFR+CSA plus 600 bps from SOFR+CSA plus 575 bps and made some changes to documentation, a market source remarked.

As before, the term loan has a 0.75% floor, an original issue discount of 98, 101 hard call protection for one year, and CSA of 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate.

Commitments were due at 11 a.m. ET on Wednesday and the term loan B freed to trade later in the day, with levels quoted at 98 5/8 bid, 99 5/8 offered, a trader added.

The company is also getting a $30 million five-year super priority revolver (Ba3/BB-).

Goldman Sachs Bank USA and BofA Securities Inc. are leading the deal that will be used with balance sheet cash to support the acquisition of 100% of Nugget Sparks LLC and 50% of Smooth Bourbon LLC from Marnell Gaming LLC for $195 million, refinance existing debt and fund development capital expenditures.

Net leverage is expected to be 3.1x and closing on the financing is targeted for April 1.

Century Casinos is a Colorado Springs, Colo.-based casino entertainment company.

Avis upsizes

Avis Budget Group launched during the session a fungible $150 million add-on term loan C talked with an original issue discount of 97 to 97.5, and then upsized the add-on to $250 million and firmed the discount at 97.5 later in the day, according to a market source.

Pricing on the add-on term loan is SOFR+10 basis points CSA plus 350 bps with a 0.5% floor.

Commitments were due at 3 p.m. ET on Wednesday, after being accelerated from 1 p.m. ET on Thursday, the source added.

JPMorgan Chase Bank, Barclays, BofA Securities Inc., BNP Paribas Securities Corp., Citigroup Global Markets Inc., Credit Agricole, Morgan Stanley Senior Funding Inc., RBC Capital Markets, Bank of Nova Scotia and Truist are leading the deal that will be used for general corporate purposes.

Avis is a Parsippany, N.J.-based provider of vehicle rental services.

Houghton guidance

Houghton Mifflin Harcourt held its lender call on Wednesday morning and announced talk on its $1.48 billion seven-year first-lien term loan (B2/B-/B+) at SOFR+10 bps CSA plus 500 bps to 525 bps with a 0.5% floor and an original issue discount of 97 to 97.5, according to a market source.

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

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

BofA Securities Inc., JPMorgan Chase Bank, Deutsche Bank Securities Inc., Macquarie Capital (USA) Inc., Citizens Bank, Goldman Sachs Bank USA, Mizuho, Blackstone and StonePoint are leading the first-lien debt.

The company’s $2.12 billion of senior secured credit facilities also include a $250 million five-year revolver (B2/B-/B+) and a $390 million privately placed eight-year second-lien term loan.

JPMorgan is the left lead on the second-lien term loan.

The credit facilities will be used with equity to fund the buyout of the company by Veritas Capital for $21 in cash per share, which implies an equity value of about $2.8 billion, and to refinance existing debt.

Closing is expected in the second quarter, subject to regulatory approvals and customary conditions.

Houghton Mifflin is a Boston-based learning technology company.

Help at Home talk

Help at Home came out with original issue discount talk of 96.5 to 97 on its non-fungible $205 million incremental first-lien term loan due Oct. 29, 2027 shortly before its afternoon lender call began, a market source said.

As reported earlier, price talk on the incremental term loan is SOFR+CSA plus 500 bps with a 1% floor.

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

Commitments are due at 2 p.m. ET on Tuesday, the source added.

Jefferies LLC, Barclays and UBS Investment Bank are leading the deal that will be used to fund the acquisition of Edison Home Health Care and Preferred Home Care of New York.

With this transaction, pricing on the company’s existing term loan will transition to SOFR+CSA plus 500 bps with a 1% floor from Libor plus 500 bps with a 1% floor.

Help at Home is a Chicago-based provider of home care and support to the elderly and people with disabilities in their homes and community-based settings.


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