Summit Materials accelerated; BMC, Vistra, Brookfield, Titan, OneDigital, others set talk

By Sara Rosenberg

New York, Nov. 28 – In the leveraged loan primary market on Tuesday, Summit Materials LLC moved up the commitment deadline for its incremental first-lien term loan B by one day.

Also, BMC Software, Vistra Operations Co. LLC, Brookfield NGPL (BIP PipeCo Holdings LLC), Titan Acquisition, OneDigital and Cloudera Inc. disclosed price talk on their term loan transactions in connection with their lender calls.

In addition, Davis-Standard LLC (DS Parent Inc.), Innio Group and Flexera Software LLC joined this week’s new issue calendar.

Summit tweaks timing

Summit Materials accelerated the commitment deadline for its $500 million five-year incremental senior secured covenant-lite first-lien term loan B to 5 p.m. ET on Wednesday from 5 p.m. ET on Thursday, a market source said.

Talk on the term loan is SOFR plus 275 basis points to 300 bps with a 0% floor, an original issue discount of 99.5 and 101 soft call protection for six months.

The term loan has a ticking fee of half the margin from days 46 to 75 and the full margin thereafter.

Morgan Stanley Senior Funding Inc., Goldmans Sachs Bank USA, RBC Capital Markets, Barclays and Capital One are the bookrunners on the deal. BofA is the administrative agent.

Summit buying Argos

Summit Materials will use the term loan and $800 million of senior notes to fund the cash consideration of the acquisition of Argos USA from Cementos Argos and to pay transaction fees and expenses. Argos USA is being bought for about $1.2 billion in cash subject to closing adjustments, and about 54.7 million shares of Summit stock, valuing Argos USA at around $3.2 billion based on Summit’s closing share price of $36.00 as of Sept. 6.

Closing is expected in the first half of 2024, subject to customary conditions, including regulatory approvals and approval by Summit Materials shareholders.

Summit Materials is a Denver-based supplier of aggregates, cement, ready-mix concrete and asphalt. Argos USA is an Alpharetta, Ga.-based cement producer.

BMC proposed terms

BMC Software held its lender call on Tuesday morning and announced talk on its $2 billion term loan B due December 2028 and $1 billion equivalent euro term loan B due December 2028, according to a market source.

The U.S. term loan is talked at SOFR plus 425 bps to 450 bps, the euro term loan is talked at Euribor plus 450 bps to 475 bps, and both term loans are talked with a 0% floor, an original issue discount of 98.5 and 101 soft call protection for six months, the source said.

Commitments are due at noon ET on Dec. 6.

Goldman Sachs Bank USA and KKR Capital Markets are leading the deal that will be used to amend and extend a portion of the company’s existing $3.038 billion term loan B due October 2025 and $1.634 billion equivalent euro term loan B due October 2025.

KKR is the sponsor.

BMC is a Houston-based provider of IT software solutions.

Vistra holds call

Vistra Operations held a lender call at 1 p.m. ET, launching a $2.5 billion seven-year senior secured term loan with talk of SOFR plus 225 bps with a 0% floor, an original issue discount of 99 to 99.5 and 101 soft call protection for six months, a market source remarked.

Commitments are due at noon ET on Dec. 5, the source added.

Barclays, BMO Capital Markets, BNP Paribas Securities Corp., Citigroup Global Markets Inc., Credit Agricole, Goldman Sachs Bank USA, JPMorgan Chase Bank, Mizuho, Morgan Stanley Senior Funding Inc., MUFG, RBC Capital Markets, SMBC, Truist Securities, BofA Securities Inc., Natixis, Bank of Nova Scotia, KeyBanc Capital Markets and Societe Generale are leading the deal. Credit Suisse is the administrative agent.

The loan will be used to extend and upsize the company’s existing $2.493 billion term loan B due 2025.

Vistra is an Irving, Tex.-based integrated generation, wholesale and retail power company.

Brookfield guidance

Brookfield NGPL came out with talk of SOFR plus 350 bps with a 0% floor and an original issue discount of 98.5 to 99 on its $465 million seven-year senior secured term loan (Ba3/B+) that launched with a call in the morning, a market source said.

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

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

Barclays, RBC Capital Markets, CIBC and Santander are leading the loan, which will be used to pay a distribution to Brookfield and pay transaction costs.

Brookfield NGPL is a FERC-regulated natural gas pipeline system.

Titan repricing

Titan Acquisition held a lender call at 3 p.m. ET to launch a $688.3 million first-lien term loan talked at SOFR plus 400 bps with a 0% floor, an original issue discount of 99.75 to par and 101 soft call protection for six months, according to a market source.

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

JPMorgan Chase Bank is leading the deal that will be used to reprice an existing term loan down from SOFR plus 425 bps.

With this transaction, the existing term loan is being paid down by $10 million from $698.3 million.

Titan is a Portland, Ore.-based provider of ship repair services and marine and heavy complex fabrication.

OneDigital launches

OneDigital held a lender call at 10 a.m. ET, launching a $325 million incremental term loan due November 2027 (B) talked at SOFR+CSA plus 425 bps with a 0.5% floor, an original issue discount of 98.5 to 99 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 Dec. 5, the source added.

JPMorgan Chase Bank, Barclays, Goldman Sachs Bank USA, Golub Capital, BofA Securities Inc., Wells Fargo Securities LLC and Bank of Nova Scotia are leading the deal that will be used to fund acquisitions, and for working capital and general corporate purposes.

OneDigital is an Atlanta-based provider of employee benefits insurance brokerage and retirement consulting services.

Cloudera shops add-on

Cloudera launched on a 1 p.m. ET lender call a fungible $250 million add-on term loan due October 2028 talked with an original issue discount of 99.04 and a commitment fee of 100 bps to 150 bps, a market source said.

Pricing on the add-on term loan is SOFR+10 bps CSA plus 375 bps with a 0.5% floor, and the add-on and the existing term loan are getting 101 soft call protection for six months.

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

JPMorgan Chase Bank is leading the deal that will be used for general corporate purposes.

Cloudera is a Santa Clara, Calif.-based enterprise data cloud company.

Davis-Standard on deck

Davis-Standard set a lender call for 11 a.m. ET on Wednesday to launch a $450 million seven-year covenant-lite term loan B (B) talked at SOFR plus 525 bps to 550 bps with a 0.75% floor, an original issue discount of 97 to 98 and 101 soft call protection for six months, according to a market source.

Commitments are due at noon ET on Dec. 13, the source added.

Wells Fargo Securities LLC is the left lead arranger on the deal. The debt commitment was provided by Wells Fargo, BMO Capital Markets Corp., UBS Securities LLC, Deutsche Bank Securities Inc., Stifel, Nicolaus & Co. Inc. and Citizens Bank.

The term loan will be used to fund the acquisition of the Extrusion Technology Group, a provider of extrusion equipment and services, from Nimbus and to refinance existing debt.

Davis-Standard, owned by Gamut Capital Management LP, is a Pawcatuck, Conn.-based developer, distributor and aftermarket servicer of extrusion and converting technology.

Innio joins calendar

Innio Group will hold a lender call at 9 a.m. ET on Friday to launch a €1.664 billion equivalent U.S. and euro covenant-lite term loan due November 2028 (B+), that will include a minimum $500 million tranche and a minimum €900 million tranche, a market source remarked.

Talk on the U.S. and euro term loans is SOFR/Euribor plus 425 bps to 450 bps with a 0% floor, an original issue discount of 98.5 and 101 soft call protection for six months, the source continued.

Commitments are due at 11 a.m. ET on Dec. 12.

The new debt will be used with $207 million in balance sheet cash to amend and extend an existing $381 million term loan B due November 2025 and an existing €1.302 billion term loan B due November 2025, to fund the $40 million acquisition of Northeast-Western Energy Systems (NES-WES) from Penn Power Group and to pay a $150 million shareholder distribution.

Innio lead banks

Citigroup Global Markets Inc. is the left lead bookrunner on Innio’s U.S. loan, and BNP Paribas, Citigroup, Deutsche Bank Securities Inc. and Unicredit are joint physical bookrunners on the euro loan. BNP Paribas, Citigroup, Deutsche Bank, Morgan Stanley and Unicredit are global coordinators on the amend and extend. BofA Securities Inc., Credit Agricole, Erste and Helaba are passive bookrunners. Wilmington Trust is the agent.

Closing on the acquisition is expected this quarter.

Innio, owned by Advent and Luxinva, is a Jenbach, Austria-based energy solution and service provider in the power generation and compression segments. NES-WES is a power systems integrator in the United States.

Flexera coming soon

Flexera Software scheduled a lender call for 3:30 p.m. ET on Wednesday to launch a $425 million incremental first-lien term loan due March 2028, according to a market source.

Jefferies LLC, Barclays, UBS Investment Bank, Goldman Sachs Bank USA and Mizuho are leading the deal that will be used with equity to fund an acquisition.

Flexera is an Itasca, Ill.-based provider of SaaS-based IT management solutions that enable enterprises to accelerate digital transformation and multiply the value of their technology investments.

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